Article 33 Of Chapter 3

Section: Securities Exchanges

The Authority shall grant an Exchange license to a shareholding company to replace Kuwait Stock Exchange. Its capital shall be specified by a decision made by the Board of Commissioners, and its activity shall be restricted solely to operating a Securities Exchange. The Authority shall be in charge of establishing this Securities Exchange Company. The company shares shall be allocated as follows:

1 - Not less than 6% and not more than 24% shall be allocated for public entities which have the right of owning shares. Any unsubscribed shares will be referred to the winning bidder.

2 - Not less than 26% and not more than 44% shall be allocated for companies listed on KSE in conjunction with international Securities Exchange operator, or for an international Securities Exchange operator acting solely. The Authority shall establish rules and conditions concerning bidders and the bid process. Shares shall be sold to whoever submits the highest price in excess of its par value and incorporation expenses – if any.

3 - 50% of the shares shall be publicly offered for all citizens.

4 - The Board of Commissioners, which is tasked with establishing the company, shall determine its capital and distribute all its shares allocated for Initial Public Offering (IPO) equally to all Kuwaiti citizens registered with the Public Authority for Civil Information (PACI) as of the day of the IPO, provided that the value of such subscriptions shall be paid by the citizens to the Authority in accordance with the procedures and the manner determined by the Authority, without any interests, fees, or increase over the share price of the Public Offering date. The payment period lasts until the end of the sixtieth day which is calculated starting from the first day of the next month after the date on which the Authority issued the invitation to the citizens to duly settle the value of those subscriptions through printed, audio and video media of Kuwait. The Authority shall include in the subscription prospectus a clause permitting the citizens to request an increase of their allotment of shares in respect of any shares which were not paid for to the Authority to ensure allotment of the complete allocation of 50% of the shares to citizens. The Authority shall specify the mechanism and procedures of allocating the amount of such increase, and its distribution to the citizens, as well as the means and procedures and dates of payment to the Authority. The Authority may approve of licensing of other Securities Exchanges, whose capitals and activity and conditions of work and management, and any other related matters, shall be specified by a decision issued by the Board of Commissioners. * Article (33) is amended pursuant to Law No. 22 of 2015 Amending Some Provisions of Law No. 7 of 2010 regarding the Establishment of the Capital Markets Authority & Regulating Securities Activities.