December 2017



For further information please contact:

Lara Sezerler
Senior Associate

Ergün Avukatlık Bürosu İstanbul | Levent Loft II, D: 13-16, Levent
T +90 (212) 280 90 91

Ankara | Next Level, A Blok, D: 33, Çankaya
T +90 (312) 220 30 60



Decrease in the Minimum Allocation Requirements to Domestic Investors in Public Offerings

Amendments to the Communiqué on Sale of Capital Markets Instruments No. II-5.2, aiming to ease the allocation requirements for public offerings in Turkey and attracting domestic issuers to issue in Borsa Istanbul, was published in the Official Gazette on December 1, 2017.

The former legislation required at least 10% of the total offering value to be allocated to domestic retail investors and at least 20% of the total offering to be allocated to domestic institutional investors. The amendments revised the minimum offering value allocated to domestic institutional investors as 10% of the total offering value, whereby the minimum allocation requirement to domestic investors has been decreased from 30% to 20% in total. The amendments further entitled the Capital Markets Board to decrease the minimum allocation requirement to 0% or to double the requirement as 20%, by taking into account the market value of the securities, market conditions and/or the requests of the issuer and/or the selling shareholders.

The amendments also entitled the issuers to decrease the offering price or the price range (or interest or discount rates relating to the price range) prior to commencement of or during the sale and/or the bookbuilding periods, with a public disclosure and without requiring an amendment to the relevant domestic offering circular. In the event the revisions are made prior to the commencement of the sale and/or the bookbuilding period, then the offering may take place at the earliest on the second day following the public disclosure. However, if the revisions are made during the sale and/or the bookbuilding periods, then two business days will be added to the pre-determined offering period.


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