Securities and Exchange (Self-listings Rules for Exchanges) Rules, 2024
When a stock exchange wants to list itself or a company it controls, the Securities and Exchange Commission — not the exchange — now acts as the listing authority, closing an obvious conflict of interest.
An exchange cannot be its own gatekeeper. These rules say that where an exchange wants to list itself, or an associate company, on its own official list, the Securities and Exchange Commission of Zimbabwe steps in and exercises the exchange's listing functions for that listing.
The Commission does this by adopting the exchange's own rules — the listing rules approved for that exchange, and any other rules made under the Securities and Exchange Act — and applying them, with the necessary modifications, as if they were its own.
"Associate" is defined broadly: subsidiaries and holding companies of the exchange, companies under a lesser degree of common control, companies under common control by a third party, and companies whose directors are accustomed to act on the exchange's instructions. So the rules bite on group structures, not just on the exchange entity itself.
The Commission must report on this work each year. Its annual report to the Minister has to include a section on its role as listing authority, covering conflicts of interest and compliance with these rules.
The rules were made by the Commission and approved by the Minister of Finance, Economic Development and Investment Promotion. They set out no fees, no penalties and no commencement date of their own.
What changed
- Where an exchange or its associate seeks to list on that exchange, the Securities and Exchange Commission assumes the exchange's listing functions for the purpose of the listing
- The exchange's own approved listing rules apply to the Commission, with necessary modifications, when it acts in that role
- "Associate" is defined to cover subsidiaries, holding companies, companies under common third-party control, and companies whose directors act on the exchange's instructions
- The Commission must report annually to the Minister on its listing-authority role, including conflicts of interest and compliance
Who this affects
- the Zimbabwe Stock Exchange and the Victoria Falls Stock Exchange
- subsidiaries and holding companies of a licensed exchange seeking a listing
- the Securities and Exchange Commission of Zimbabwe
- sponsoring brokers and listing advisers on self-listings
- investors in exchange-group securities
Plain-language summary — not legal advice. Always read the full instrument.