MIR 3.9.2 Transferable securities
(a) Transferable securities shall be considered freely negotiable if they can be traded between the parties to a transaction, and subsequently transferred without restriction, and if all securities within the same class as the security in question are fungible.
(b) Transferable securities which are subject to a restriction on transfer shall not be considered as freely negotiable unless the restriction is not likely to disturb the market.
(c) Transferable securities that are not fully paid may be considered as freely negotiable, if arrangements have been made to ensure that the negotiability of such securities is not restricted and that adequate information concerning the fact that the securities are not fully paid, and the implications of that fact for shareholders, is publicly available.
(d) When exercising its discretion whether to admit a Financial Instrument to trading, a regulated market shall, in assessing whether the Financial Instrument is capable of being traded in a fair, orderly and efficient manner, take into account the following:
(i) the distribution of those Financial Instruments to the public; and
(ii) such historical financial information, information about the issuer, and information providing a business overview as is required to be prepared under the GPM or is or will be otherwise publicly available.
(e) A Transferable Security that is officially listed in accordance with Part 6 of FSMR, and the listing of which is not suspended, shall be deemed to be freely negotiable and capable of being traded in a fair, orderly and efficient manner.
(f) When assessing whether a Transferable Security is capable of being traded in a fair, orderly and efficient manner, the regulated market shall take into account, whether the following criteria (if relevant to the particular kind of Financial Instrument) are satisfied:
(i) the terms of the Financial Instrument are clear and unambiguous and allow for a correlation between its price and the price or other value measure of the underlying Financial Instrument;
(ii) the price or other value measure of the underlying Financial Instrument is reliable and publicly available;
(iii) there is sufficient information publicly available of a kind needed to value the Financial Instrument;
(iv) the arrangements for determining the settlement price of the Financial Instrument ensure that this price properly reflects the price or other value measure of the underlying; and
(v) where the settlement of the Financial Instrument requires or provides for the possibility of the delivery of an underlying security or asset rather than cash settlement, there are adequate settlement and delivery procedures for that underlying as well as adequate arrangements to obtain relevant information about that underlying.