Qatar has launched a complete overhaul of its capital market laws with the issuance of QFMA’s Board Resolution No. (8) of 2025, overlaying new Providing and Itemizing, and Mergers and Acquisitions Guidelines.
The reforms goal to simplify listings, strengthen governance and help the nation’s wider drive to draw overseas funding.
Governor of Qatar Central Financial institution and Chairman of Qatar Monetary Markets Authority (QFMA) Sheikh Bandar Bin Mohammed Bin Saoud Al-Thani mentioned the brand new guidelines type a part of the State’s efforts to stimulate overseas funding and replicate QFMA’s ongoing overview and improvement of the legislative construction regulating the Qatari capital market in step with finest practices and worldwide requirements.
Qatar finance legal guidelines
His Excellency mentioned the foundations help QFMA’s dedication to holding tempo with worldwide developments, simplifying itemizing processes for issuers and strengthening the general framework regulating Qatar’s capital markets.
He added that the brand new guidelines will assist deal with challenges dealing with the sector, help financial development and variety, and advance the capital markets to the rank of developed markets, notably given the current qualitative leaps within the Qatari market.
The Providing and Itemizing, and Mergers and Acquisitions Guidelines type a part of the Third Monetary Sector Strategic Plan and goal to reinforce the attractiveness of Qatar’s markets for native and worldwide traders.
Sheikh Bandar famous that the foundations combine all current laws regulating the itemizing and buying and selling of securities for corporations listed or looking for to checklist on QFMA-licensed markets.
In addition they embrace new provisions to facilitate procedures for listed corporations, defend investor rights, guarantee transaction stability and align with worldwide requirements.
Public session
QFMA CEO Dr. Tamy Bin Ahmad Al Binali mentioned the foundations had been topic to public session in April final yr, throughout which all market contributors had been invited to overview the draft and share suggestions.
He pressured QFMA’s dedication to session with the general public and related entities, noting that cooperation and help from all establishments beneath QFMA’s jurisdiction are important for reaching the goals of legislative improvement.
Dr. Al Binali mentioned the brand new guidelines are the results of greater than two years of joint work amongst monetary sector regulators and change the earlier Providing & Itemizing of Securities on the Monetary Markets Rulebook issued beneath Board Resolution No. 4 of 2020.
He famous that the foundations apply to corporations and entities listed on the inventory trade, their acquisitions and mergers, corporations wishing to supply and checklist, traders and providing and itemizing advisors.
New Qatar guidelines
Among the many most important amendments is the brand new unified construction merging all rules associated to choices and listings, together with rights points, sukuk and bonds, funds models, e book constructing and share buybacks.
The foundations additionally introduce a devoted chapter for acquisitions and mergers.
For choices and subscriptions, the book-building mechanism has been up to date to require a single providing and itemizing advisor moderately than a number of separate roles.
For listings, a brand new mechanism has been added to find out the reference value by way of a pre-listing public sale within the case of direct listings. For sukuk and bonds, issuers should now appoint a trustee to guard investor rights.
Modifications to the second market embrace a requirement of two years earlier than requesting switch to the principle market and an obligation for corporations to arrange an annual governance report.
Monetary transparency
When it comes to disclosure and transparency, corporations should disclose in each Arabic and English, observe up to date international-aligned controls for suspending disclosure and keep insider lists whereas stopping insider buying and selling through the ban interval.
For founders and main shareholders, the foundations enable the sale of as much as 30 per cent within the first yr in instances of direct itemizing on the second market.
For acquisitions and mergers, the foundations apply particularly to listed corporations, regulate reverse acquisition mechanisms and introduce a obligatory provide requirement at 90 per cent, with out the necessity for minority consent. REITs are actually permitted to borrow as much as 50 per cent of gross asset worth.
Qatari markets
Underneath Article 2, all events to whom the foundations apply should comply inside one yr from publication within the Official Gazette, with the Chairman authorised to increase the interval.
The foundations had been developed primarily based on a benchmark examine of comparable laws in worldwide monetary markets, alongside a complete overview of current rules governing issuance, providing, itemizing, rights points, acquisitions, mergers and firm share buybacks, together with treasury shares and worker incentive schemes, in addition to conversion guidelines for public shareholding corporations looking for itemizing on Qatari markets.
