Published on: 2026-08-12
Source: Central Bank of Russia – Central Bank of Russia –
An important disclaimer is at the bottom of this article.
A major set of changes will affect bond issuance. The greatest leniency will be granted to experienced issuers whose securities are already traded on the exchange and who comply with disclosure requirements. It is proposed to exempt them from preparing and registering a bond prospectus – it will be sufficient for them to publish the key placement terms in a brief form so that investors can review them. For debutants entering the debt market who do not have exchange-traded shares, the previous admission rules will remain in place.
Issuers are allowed to change the decision-making center for debt placement (except for convertible bonds): now this can be done by the CEO, rather than the board of directors. This decision will optimize corporate procedures and significantly accelerate the timing of securities issuance.
The Bank of Russia proposes to transfer its functions for registering the issuance of structured bonds with standard terms to the exchange if the securities are placed on an organized market, and to depositories and registrars if on an over-the-counter market. The regulator will retain only more complex issuances that do not fit the standard parameters.
The second set of changes concerns the stock market. Non-public joint-stock companies with no more than 50 shareholders will no longer have to register stock issuances – it will be sufficient to keep records of securities with a registrar. The regulator also intends to reduce the main period for exercising shareholders’ preemptive rights to purchase additional shares from 45 days to 15 business days. This will enable issuers to respond more flexibly and swiftly to favorable market conditions to attract capital.
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