Today is July 11, 2020

Operator of Alternative Trading System

Requirements:

The applicant shall submit ATS Form 1, together with the documents/required in ATS Form 1 and the following exhibits, to the Commission:

1. Copy of License as a Broker-Dealer duly issued by the Commission;

2. Copy of License as a Clearing and Settlement Agency;

3. Copy of Notice of and Clearance from Bangko Sentral ng Pilipinas, if the applicant is a bank or quasi-bank;

4. A continuing authorization to the Commission to access registrant’s bank accounts;

5. Notice of filing of registration documents for signature by the Director of the Corporate Governance and
Finance Department and for publication in newspapers of general circulation;

6. Affidavit of the Notice under subparagraph 5.5 above;

7. Copies of the articles of incorporation, with all amendments, and of the existing by-laws, other pertinent
rules or instruments, whatever the name, of the applicant. If this information is publicly available on a
continuous basis on an Internet site controlled by t e applicant, the applicant must indicated the location
of the Internet web site where such information may be found;

8. A copy of the ATS’s subscriber manual and any other material provided to subscribers;

9. Copy of Risk Disclosure Statement;

10. Undertaking by the Board of Directors and senior management that they shall be actively involved in the risk control process and must regard the control as an essential aspect of the business to which significant resources must be devoted;

11. Undertaking by the Board of Directors and responsible officers that all obligations arising from trading, clearing and settlement in the System shall be met;

12. Notarized Curriculum vitae with latest photographs of the following:

i. IT personnel in charge or directly responsible for the System;

ii. Members of the Board of Directors.

13. Copy of any agreement executed or license granted pertaining to the operation of the System and to the
product/s proposed to be traded, which includes, but is not limited to, clearing and settlement agreement
and custodianship contract with a registry institution. The copy of all other contracts, MOUs entered into
with any party by the operator and any amendment shall be submitted to the Commission for approval;

14. A complete set of all forms, including printed copies of electronic forms, pertaining to:

i. Filing required for participation in the ATS;

ii. Any other similar materials.

Provide a table of contents listing the forms included in this Exhibit and a narrative of the
requirements;

15. A complete set of all forms, including printed copies of electronic forms, reports or questionnaires required of subscribers relating to financial responsibility or minimum capital requirements or other eligibility requirements for such subscribers. Provide a table of contents listing the forms included in this Exhibit and a narrative of the requirements;

16. Listing Criteria
A complete set of documents comprising the applicant’s listing or quotation filings, including any
agreements required to be executed in connection with listing or quotation and a schedule of listing or
quotation fees. If the applicant does not list securities, provide a brief description of the criteria used to
determine what securities may be traded on the ATS. Provide a table of contents listing the forms
included in this Exhibit and a narrative description of the listing requirements.

17. Board Resolution approving the filing of the ATS Registration Form and authorizing the president to file on behalf of the company;

18. The company’s audited financial statements for the immediately preceding fiscal year end. If not yet applicable, its latest interim unaudited financial statements signed by the company’s principal accounting officer;

19. Manual on Corporate Governance duly signed by the company’s Chairman of the Board;

20. For each affiliated entity of the applicant, submit the following:

i. A copy of the articles of incorporation with all amendments and other similar documents;

ii. A copy of existing by-laws and other pertinent rules or instruments;

iii. The name and title of the present officers, governors, members of all standing committees or persons performing similar functions;

iv. Audited financial statements for the immediately preceding fiscal year;

21. Exhibits incorporated by reference from the first parts of registration form;

22. Other exhibits as maybe required by the Commission.

Procedures:

1. Applicant requests for the necessary registration form from MSRD or download the form, SEC ATS Form 1 from SEC website.

2. File with MSRD the application form and supporting documents for pre-processing by MSRD Specialist.

3. After pre-processing of application and supporting documents and upon notation by the

4. Upon payment of the assessed fee, applicant shall submit the registration form, supporting documents and proof of payment to MSRD for processing of the application.

5. Receive Certificate of Permit to Operate as ATS upon approval by the Commission.

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