Processes and Procedures for issuing of ISINs for Unlisted Securities Created by Approved by Date Versions : Brett Kotze : SWC : 26 July 2006 : 1.00 Final TABLE OF CONTENTS 1. Version Control .................................................................................................3 2. References .........................................................................................................3 3. Introduction .......................................................................................................4 4. Processes and procedures ...............................................................................5 4.1 Validation of data on the schedule 5 4.2 Request for ISIN 5 5. Annexure A Template........................................................................................8 Process and Procedures for Unlisted ISINs Page 2 of 8 12 July 2006 1. Version Control Date Author Version Reason for changes 12 July 2006 Brett Kotze 0.01 Draft 18 July 2006 Brett Kotze 0.02 Draft 20 July 2006 Brett Kotze 0.03 Draft 26 July 2006 Brett Kotze 1.00 Final Creation of document Updated with internal comments Updated with comments from STRATE Moved to Final Author Version Name of Document 2. Date References Process and Procedures for Unlisted ISINs Page 3 of 8 12 July 2006 3. Introduction In terms of the JSE’s agreement with the Association of National Numbering Agencies (ANNA) the JSE is the National Numbering Agency (NNA) for ISINs for all financial instruments in South Africa. ISINs have widely been accepted by the global markets for identification of all financial instruments. In South Africa, STRATE uses solely ISINs for identifying the securities (currently equities and expanding to money market instruments) on their systems for settlement and the CSDPs utilise the ISINs for reporting to their institutional clients. The JSE was approached by STRATE, the CSDPs and Investment Managers enquiring if the JSE could offer a service for the issuing of ISINs for Unlisted Instruments. Investigation at the time revealed that due to the CSDPs system requirements and institutional client demand from a reporting perspective, CSDPs were creating dummy codes and updating their systems with dummy codes. The following problems arose due to the dummy codes: That the dummy code did not uniquely identify the instrument and where institutional clients held portfolios with different CSDPs with the same unlisted instruments, different dummy codes were applied which was difficult for the institutions to update their systems; and Different methodologies were applied by the CSDPs for the generation of the dummy code. Due to the above requests from STRATE, CSDPs and Investment Managers the JSE has created a manual process based on a excel spreadsheet as an interim solution for the issuing of ISINs for Unlisted securities. It is the JSE’s intention to automate this in the Reference Data System (RDS) under Project Orion at a later stage. The purpose of this document is to document the processes and procedures relating to the manual issuing of ISINs for unlisted securities. The agreement for issuing of ISINs for Unlisted securities is restricted to Proprietary Limited and Limited companies and only includes shares in such company’s. It does not include debt instruments, trusts, etc. This will be investigated under a separate phase. Process and Procedures for Unlisted ISINs Page 4 of 8 12 July 2006 4. Processes and procedures 4.1 Validation of data on the schedule 4.1.1 An updated Unlisted ISIN schedule, sorted alphabetically by company, will be sent to STRATE by the JSE every Friday, or the next working day if Friday is a public holiday. The schedule will include the status of the ISIN which status’s will be either “Active” or “Cancelled” or “Terminated”; 4.1.2 STRATE on receipt of the schedule will forward same to all CSDPs; 4.1.3 The CSDPs will review the schedule to pick up any errors and notify STRATE of same; and 4.1.4 STRATE will advise the JSE of any errors, as notified by the CSDPs, and the JSE will correct the schedule which will be reflected on the schedule sent out on the next Friday 4.2 Request for ISIN 4.2.1 Prior to requesting an ISIN the CSDP must go through the schedule, as noted under paragraph 4.1, and ensure that an ISIN has not already been issued; 4.2.2 Once satisfied that an ISIN has not been issued, the template, as per Annexure A, must be completed. All fields as noted as mandatory must be completed; 4.2.3 Once completed the template must be forward to STRATE, e-mail address strateinvestors@strate.co.za; 4.2.4 On receipt of the template, STRATE will validate the template to ensure all mandatory fields have been completed and check against the schedule, as noted under paragraph 4.1, to ensure that an ISIN has not already been issued; 4.2.5 In the case where the following has taken place the template will be rejected back to the CSDP by STRATE:4.2.5.1 Mandatory fields have not been completed; 4.2.5.2 The ISIN request is not for a Proprietary Limited or Limited Company or for shares; and 4.2.5.3 ISIN already issued. 4.2.6 Once satisfied, STRATE will forward the template to the JSE, e-mail address unlistedisins@jse.co.za; 4.2.7 On receipt of the e-mail and template the JSE will acknowledge receipt of the e-mail and template within 15 minutes between the working hours of 08h00 and 17h00 on any business day. E-mails and templates received after 17h00 or on weekends will only be acknowledged within 15 minutes of the start of the next business day.i.e. 08h15; 4.2.8 The JSE will validate the template to ensure all mandatory fields have been completed and check against the schedule, as noted under paragraph 4.1, to ensure that an ISIN has not already been issued; 4.2.9 In the case where the following has taken place the template will be rejected back to the STRATE by the JSE:4.2.9.1 Mandatory fields have not be completed; 4.2.9.2 The ISIN request is not for a Proprietary Limited or Limited Company or for shares; and 4.2.9.3 ISIN already issued. Process and Procedures for Unlisted ISINs Page 5 of 8 12 July 2006 4.2.10 Once satisfied the JSE will issue the ISIN. This will be done within 1 hour between the working hours of 08h00 and 17h00 on any business day. Where e-mails and templates are received after 17h00 or on weekends the ISIN will only be issued within 1 hour of the start of the next business day.i.e. 09h00; 4.2.11 The template will be returned back to STRATE with the field for the ISIN completed accordingly; 4.2.12 STRATE will in turn send the template to all CSDPs so that they are aware of the ISIN that has been issued; and 4.2.13 The JSE will update the schedule, as noted under paragraph 4.1, and send out the schedule on the next Friday, or the next working day if the Friday is a public holiday. 4.3 Amendment to a previously issued ISIN 4.3.2 The CSDP will send the same template as received from STRATE with the Unlisted ISIN number back to STRATE via e-mail, e-mail address strateinvestors@strate.co.za, with the applicable field, as per Annexure A, marked as “Amendment”. The details of what is being amended must be highlighted; 4.3.3 STRATE will notify the other CSDPs of the pending amendment. If any of the other CSDPs do not agree with the amendment they must notify STRATE within 24 hours of their objection and reasons for the objection of the amendment. Should an objection be received STRATE will reject the amendment request back to the originating CSDP with details of the objection; 4.3.4 Subject to no objections being received from the CSDPs, STRATE will forward the template to the JSE, e-mail address unlistedisins@jse.co.za, and copy the CSDPs so that they are aware of the finalization of the amendment; 4.3.5 On receipt of the e-mail and template the JSE will acknowledge receipt of the e-mail and template within 15 minutes between the working hours of 08h00 and 17h00 on any business day. E-mails and templates received after 17h00 or on weekends will only be acknowledged within 15 minutes of the start of the next business day.i.e. 08h15; 4.3.6 The JSE will update the schedule, as noted under paragraph 4.1, and send out the schedule on the next Friday, or the next working day if the Friday is a public holiday 4.4 Cancellation of a previously issued ISIN 4.4.2 The CSDP will send the same template as received from STRATE with the Unlisted ISIN number back to STRATE via e-mail, e-mail address strateinvestors@strate.co.za, with the applicable field, as per Annexure A, marked as “Cancellation”; 4.4.3 STRATE will notify the other CSDPs of the pending cancellation. If any of the other CSDPs do not agree with the cancellation they must notify STRATE within 24 hours of their objection and reasons for the objection of the cancellation. Should an objection be received STRATE will reject the cancellation request back to the originating CSDP with details of the objection; 4.4.4 Subject to no objections being received from the CSDPs, STRATE will forward the template to the JSE, e-mail address unlistedisins@jse.co.za and copy the CSDPs so that they are aware of the finalization of the cancellation; 4.4.5 On receipt of the e-mail and template the JSE will acknowledge receipt of the e-mail and template within 15 minutes between the working hours of 08h00 and 17h00 on any business day. E-mails and templates received after 17h00 or on weekends will only be acknowledged within 15 minutes of the start of the next business day.i.e. 08h15; 4.4.6 The JSE will update the schedule, as noted under paragraph 4.1, and send out the schedule on the next Friday, or the next working day if the Friday is a public holiday. Process and Procedures for Unlisted ISINs Page 6 of 8 12 July 2006 4.5 Terminating of a company where a Unlisted ISIN has been issued 4.5.2 The CSDP will complete the template as per Annexure A with the applicable field marked as “Terminating” and forward to STRATE via e-mail , e-mail address strateinvestors@strate.co.za; 4.5.3 STRATE will notify the other CSDPs of the pending terminating. If any of the other CSDPs do not agree with the terminating they must notify STRATE within 24 hours of their objection and reasons for the objection of the terminating. Should an objection be received STRATE will reject the terminating request back to the originating CSDP with details of the objection; 4.5.4 Subject to no objections being received from the CSDPs, STRATE will forward the template to the JSE, e-mail address unlistedisins@jse.co.za and copy the CSDPs so that they are aware of the finalization of the “Termnating”; 4.5.5 On receipt of the e-mail and template the JSE will acknowledge receipt of the e-mail and template within 15 minutes between the working hours of 08h00 and 17h00 on any business day. E-mails and templates received after 17h00 or on weekends will only be acknowledged within 15 minutes of the start of the next business day.i.e. 08h15; 4.5.6 The JSE will update the schedule, as noted under paragraph 4.1, and send out the schedule on the next Friday, or the next working day if the Friday is a public holiday. 5. Charges The JSE will charge STRATE R1.00, not including VAT, for each ISIN issued. STRATE will recover the charge and any other costs from the CSDP. Process and Procedures for Unlisted ISINs Page 7 of 8 12 July 2006 6. Annexure A Template No Details 1 2 ISIN Number New/Amendment/Cancellation/ Terminating 3 4 Company Long Name Company Short Name Mandatory Mandatory 5 Alpha Instrument Code Mandatory 6 Description of instrument Mandatory 7 Transfer Secretary Conditional 8 9 Effective Date Terminating Date Mandatory Conditional 10 11 Company Postal Address Company Business Address Mandatory Mandatory 12 Company Secretary Name Conditional 13 Contact Telephone Number Mandatory 14 Quantity on share certificate Mandatory Process and Procedures for Unlisted ISINs Mandatory/Conditional / Optional Conditional Mandatory Page 8 of 8 Comments Will be issued by the JSE If the request is a new request, an amendment to a previous request, a cancellation of a previous request or a terminating Long name of the company Abbreviated name of the company A recommended alpha code must be included. The CSDP will add a U in front of the alpha to signify that it relates to an unlisted security and to make it unique across all instruments. If the alpha code has been used for another instrument the JSE reserves the right to change the alpha code. This should default to shares until we start issuing ISINs for other instrument types Transfer Secretary name if the Issuing Company has appointed a Transfer Secretary. If no Transfer Secretary the Company Secretary must be completed. See point 12 Date of request terminating date of the ISIN. Only mandatory if the company is terminating and the notification to the JSE relates to the terminating. Postal address of the company Business address of the company Name of Company Secretary. If no Transfer Secretary the Company Secretary must be completed. See point 7 Contact telephone number for the issuing company Quantity of shares as reflected on the share certificate. 12 July 2006