THE JAMAICASTOCKEXCHANGE RULES RULES RULES RULES 40 Habour Street Kingston, Jamaica, W.I. Telephone:(876) 967-3271-4/(876) 922-0806 Facsimile:(876) 922-6966 Website:www.jse.com.jm E-Mail JSE@infochan.comJSE Rule Book 2of 131 November 2008 Table of Contents Definitions _____________________________________________________________Block Transactions ___________________________________________________ 7 Connected Persons ___________________________________________________ 7 Control _____________________________________________________________ 7 A Recognised Stock Exchange __________________________________________ 7 General Rules__________________________________________________________ 8 General Meetings ____________________________________________________ 8 101Date of annual general meeting __________________________________ 8 102Notices _____________________________________________________ 8 103Members may call a meeting ____________________________________ 8 104Special general meetings________________________________________ 8 105Notice of motion, etc. __________________________________________ 8 106Quorum_____________________________________________________ 8 107Voting ______________________________________________________ 9 108Chairman____________________________________________________ 9 109Minutes _____________________________________________________ 9 110Election of Council and Officers _________________________________ 9 111Election by ballot _____________________________________________ 9 Meetings of the Council ______________________________________________ 10 112Proceedings of Council ________________________________________ 10 113Notices ____________________________________________________ 10 114Quorum____________________________________________________ 10 115Votes ______________________________________________________ 10 116Minutes ____________________________________________________ 10 117Sub-Committees _____________________________________________ 10 118Casual vacancies _____________________________________________ 11 Powers of Council ___________________________________________________ 11 119Interpretation of Rules ________________________________________ 11 120Examination of Members' Books and Records______________________ 11 121Complaints by Non-Members___________________________________ 11 122Compensation Fund __________________________________________ 11 123Listing of companies__________________________________________ 12 124Delisting of companies ________________________________________ 12 125Market meetings _____________________________________________ 13 126Closure, reduction, extension or alteration of trading sessions _________ 13 127Compilation and publication of list of prices _______________________ 13 Committees of Council _______________________________________________ 13 128Listing Committee ___________________________________________ 13 129Disciplinary Committee _______________________________________ 14 JSE Rule Book 3of 131 November 2008 Members & Membership ________________________________________________ 15 Members & Membership_____________________________________________ 15 201Qualification of Members______________________________________ 15 202Application Procedure ________________________________________ 16 203The Fit and Proper Person Test__________________________________ 17 204Misleading names ____________________________________________ 22 205Name of business ____________________________________________ 22 206Attorneys___________________________________________________ 22 207REPEALED ________________________________________________ 22 208Mergers and Partnerships ______________________________________ 22 209Members Books & Records ____________________________________ 25 210Financial Returns ____________________________________________ 25 211Delinquency in Submitting Audited Accounts ______________________ 26 212Fines ______________________________________________________ 26 213Suspension for 90 Days Delinquency_____________________________ 26 214Disputes Between Members ____________________________________ 27 215Complaints by Members _______________________________________ 27 216Advertising _________________________________________________ 28 217Use of Name on Documents of Offer _____________________________ 28 218Determination of Defaulting Client ______________________________ 28 219Business with or for Person Expelled_____________________________ 29 220Defaulting Member___________________________________________ 29 221Inactive Members ____________________________________________ 29 222Members in Good Standing ____________________________________ 29 223Trading for Employee of Another Firm ___________________________ 30 224Dealing in Listed Securities ____________________________________ 30 225Commission ________________________________________________ 30 226Insurance___________________________________________________ 30 227Associate Members___________________________________________ 30 228Managed accounts____________________________________________ 31 229Disciplinary Proceedings ______________________________________ 32 230Business Continuity and Contingency Plan _______________________36 Trading & Operations __________________________________________________ 38 Trading & Operations _______________________________________________ 38 301Trading Sessions _____________________________________________ 38 302Quotation Spreads____________________________________________ 38 303Board Lots__________________________________________________ 38 304Odd Lots ___________________________________________________ 38 305Established Buyer ____________________________________________ 38 306Established Seller ____________________________________________ 39 307Determination of Established Buyer or Established Seller_____________ 39 308Limitations _________________________________________________ 39 309Put-Through Transactions______________________________________ 40 310Bargains and Annulment of Bargains _____________________________ 42 JSE Rule Book 4of 131 November 2008 311Contract Notes ______________________________________________ 43 312Clearing of Transactions _______________________________________ 43 313Closing out Contracts _________________________________________ 44 314Ex-Dividends, Ex-Rights, etc. __________________________________ 45 Listed Companies ______________________________________________________ 47 General Requirements for Listing______________________________________ 47 401Listing at the Discretion of the Council ___________________________ 47 402Minimum Issued Capital and Number of Share / Stockholders _________ 47 403Methods of Issue_____________________________________________ 48 404Articles of Association ________________________________________ 55 405Trust Deeds or other Documents Securing or Constituting Loan Capital _ 58 406Listing Fees_________________________________________________ 61 Financial Statements_________________________________________________ 62 407Quarterly Financial Statements__________________________________ 62 408Audited Annual Financial Statements ____________________________ 64 409Annual Report _______________________________________________ 64 Other Requirements _________________________________________________ 64 410Communication of Announcements ______________________________ 64 411Delisting of Companies________________________________________ 66 412Rights Issues and Capitalisation Issues____________________________ 67 Appendices ___________________________________________________________ 69 Appendix 1_________________________________________________________ 70 Take-overs and Mergers _____________________________________________ 70 Appendix 2_________________________________________________________ 82 Application For Listing______________________________________________ 82 Appendix 3_________________________________________________________ 85 Listing agreement __________________________________________________ 85 Appendix 4_________________________________________________________ 88 Memorandum For Listing____________________________________________ 88 Appendix 5a________________________________________________________ 90 Abridged Statement ________________________________________________ 90 Appendix 5b________________________________________________________ 92 Abridged Statement Balance Sheet Form______________________________ 92 Appendix 6_________________________________________________________ 93 Companies' Listing Fees _____________________________________________ 93 Appendix 7_________________________________________________________ 94 Repealed _________________________________________________________ 94 Appendix 8_________________________________________________________ 95 Policy Statement On Timely Disclosure_________________________________ 95 Appendix 9________________________________________________________ 100 JSE Rule Book 5of 131 November 2008 Corporate Membership Questionnaire _________________________________ 100 Appendix 10_______________________________________________________ 105 Approved Representative Questionnaire _______________________________ 105 Appendix 11_______________________________________________________ 114 Attorney Form Of Appointment ______________________________________ 114 Appendix 12_______________________________________________________ 115 Members Report And Financial Information ___________________________ 115 JSE Rule Book 6of 131 November 2008 DEFINITIONS PURCHASE BY COMPANY OF ITS OWN SHARES (i)Self Tender Offer (STO) -(i.e.thecompanyoffersallshareholderstheopportunitytotendersharesata fixed price or within a range of acceptable prices.This method generally allows thecompanytopurchaseasignificantamountofsharesinasingleofferand gives all shareholders the same opportunity to sell shares) (ii)Open Market Repurchase (OMR) (i.e.theCompanyrepurchasesitssharesinthe openmarket.Thisisthemost frequentlyusedmechanismasitprovidesthecompanywithflexibilityin relation to timing, price and volume) JSE Rule Book 7of 131 November 2008 Block TransactionsBlock Transactions - are uninterruptible put-throughs. They are restricted to transactions between members of the same group of companies and other transactions which will not effect a change in the beneficial ownership of the securities. I.TheCounciloftheJamaicaStockExchange(JSE)maysanctionthese transactions only in the case of approved take-overs or where in the case of a listing on the JSE a block transaction is deemed necessary under Rule 402B(b) II.Theconsiderationshouldbewithin5%ofMarketPricewhereMarketPrice meansLastSalesPriceexceptwhentheClosingBidishigherorthe Closing Ask is lower than the Last Sale Price. III.SignedTransfer(s)forallBlockTransactionsmustbepresentedtotheStock ExchangeforpriorapprovalbytheCouncilatleast20daysbeforethe transaction is executed on the market. Connected PersonsPersons deemed to be connected with a director/senior manager are: a.The director's/senior manager's husband or wife. b.Thedirector's/seniormanager'sminorchildren(theseincludestep-children and adopted children) and dependents, and their spouses. c.The director's/senior manager's partners. d.Bodiescorporateofwhichthedirector/seniormanagerand/orpersonsconnected with him together have control.ControlControl of a corporation is the holding of shares which carry 50% or more of the voting rights in the corporation.A Recognised Stock ExchangeARecognisedStockExchangeisastockexchangewhichisrecognisedbytheJamaica StockExchangeandtheSecuritiesCommissionandwhichmaybelistedbythe InternationalFinancial Corporation or anyotherbodywhich the Councilof the Jamaica Stock Exchange and the Securities Commission may wish to use. JSE Rule Book 8of 131 November 2008 General RulesGeneral Meetings 101Date of annual general meeting The annual general meeting of the Stock Exchange shall be held in every year at such place and time as the Council may appoint.102Notices Notlessthantwenty-onedaysnoticeoftheannualgeneralmeetingandnotless thansevendaysnoticeofthebusinesstobetransactedatanyannualgeneral meeting shall be given to every member of the Stock Exchange.103Members may call a meeting IftheCouncildoesnotcallanannualgeneralmeetinginanyyear,anytwo members may call the meeting for any day within thirty days of notice signed by themandpostedinaconspicuousplaceatthemeetingplaceoftheStock Exchangenotlessthanfourteendaysbeforethedateappointedbythemforthe meeting.104Special general meetings Special general meetings of the Stock Exchange may be called at any time by the Secretarygivingfourteendaysnoticetoeachmemberspecifyingthedateand place of the meetingand the business to be transacted thereat. No business other than that specified in the notice shall be transacted at a special general meeting.105Notice of motion, etc. Noticeofmotionfortheannualgeneralmeetingmustbereceivedbythe Secretarynotlessthanfourteendaysbeforethedateoftheannualgeneral meeting. Notice of motion for a special general meeting must be received by the Secretary not less than seven days before the date of the special general meeting at which it is to be considered.106Quorum NobusinessotherthantheelectionofmemberstoserveontheCouncilshallbe JSE Rule Book 9of 131 November 2008 transactedatanygeneralmeetingunlessatleastasimplemajorityofactive members is present.107Voting Votingatgeneralmeetingsshall(exceptatcontestedelectionofofficersor memberstoserveontheCouncil)bebyshowofhandsorotherwiseasthe Chairman may direct.108Chairman At all general meetings the Chairman of the Council shall preside as chairman. If thereisnosuchChairmanorifheisnotpresentwithinfifteenminutesafterthe timeappointedforholdingthemeeting,thedirectorspresentshallelectoneof their number to chair the meeting. If there are no directors present or willing to act aschairman,thememberspresentshallchooseoneoftheirnumberstobe chairman of the meeting.109Minutes ThereshallbekeptaMinuteBookandtheSecretaryshallrecordthereinthe proceedings of general meetings. AnentryintheMinuteBooksignedbytheChairmanofthemeetingwithin twenty-one days of the holding of the meeting shall be conclusive of the terms of any resolution and its having been passed.110Election of Council and Officers The election of the Council and officers of the Stock Exchange and the filling of vacanciesthereonshallbeinaccordancewithsuchprovisionsasmaybe containedintheArticlesoftheCompanyandtheRulesandRegulationsofthe Stock Exchange.111Election by ballot If the number of candidates duly proposed and seconded to fill any vacancy on the Council or of officers exceeds the numbers to be elected, voting shall be by secret ballot. JSE Rule Book 10of 131 November 2008 Meetings of the Council112Proceedings of Council TheCouncilshallbepresidedoverbytheChairmanorinhisabsencetheVice-Chairman and shall regulate its own procedure. The Secretary shall call a meeting of the Council at least four times a year but the Council may itself determine that itshallholdmeetingsatmorefrequentintervals.Additionalmeetingsshallbe calledbytheSecretaryifrequestedbytheChairmanorbyanytwomembersof the Council.113Notices NoticesofallmeetingsoftheCouncilshallbeinwritingandshallbemailedor delivered to each seat holder member of the Council at the Exchange or mailed or deliveredtotheusualplaceofbusinessofeachmemberoftheCouncilatleast twenty-fourhourspriortosuchmeeting.Howeversuchperiodofnoticeorsuch writtennoticemaybewaivedeitherpriortothemeetingorsubsequenttothe meeting by each absentee member signing a waiver of such notice.114Quorum The quorum of the Council shall be fixed by the Council, and unless so fixed shall be five.115Votes Every member of the Council shall have one vote on every question and in case of equality,theChairmanorothermemberpresidingatthemeetingshallhavea second or casting vote.116Minutes ThereshallbeaMinuteBookinwhichthereshallberecordedminutesofthe proceedings of each meeting of the Council which shall be read and confirmed at the next meeting. 117 Sub-Committees "The Council may appoint sub-committees and depute to them any of itspowers except those relating to the election, disciplining and expulsion of members. Sub-committees other than those which are explicitlyrecognised orconstituted in the Rule Book, may include broker-members who are not members of Council."JSE Rule Book 11of 131 November 2008 118Casual vacancies TheCouncilmayattheirdiscretionappointanypersontofillacasualvacancyonthe Council. Such appointment, however, shall expire at the next annual general meeting. Powers of Council119Interpretation of Rules Any dispute or difference which may arise as to the meaning or interpretation of these rules, or as to the powers of the officers or the Council or the validity of any election, or proceedings of the general meeting of the company or proceedings of the Council shall be determined by the Council whose decision shall be final and binding upon all members of the company and its committees.120Examination of Members' Books and Records TheCouncilmayatanytimebyapprovalofathree-fourthsmajorityofits memberscausethebooksandotherrecordsofamembertobeexaminedanda reportsubmittedaccordingly.TheCouncilmaynottakeanyactionuponsuch reportwithoutacopythereofbeingservedonthememberandnodisciplinary action in relation thereto may be taken unless the procedure outlined under Article 18 is complied with.121Complaints by Non-Members TheCouncilmayreceiveandadjudicateonclaimsorcomplaintsmadebynon-members against a member, and shall consider whether such claim is appropriate and fitting for adjudication but before any adjudication, Council shall require as a condition for their intervention that the complainant or claimant and themember shallsignanagreementtotreatthereferenceasifitwereasubmissionto arbitrationwithinthemeaningoftheArbitrationAct,andtobeboundbythe findingsorawardoftheCouncilarrivedatinaccordancewiththerulesofthe Stock Exchange.The complainant or claimant and the member shall refrain from takinganylegalactioneithercriminalorcivilwhilstthematterisbeing adjudicated by the Council. 122 Compensation Fund TheCouncilshallestablishaCompensationFundtowhichalldealingmembers of the Exchange shall make quarterly contributions. The basis on which members' contributions are to be computed shall be determined by the Council from time to time.JSE Rule Book 12of 131 November 2008 The Compensation Fund is a statutory trust. Therelevant rules whichgovern the FundarecontainedinprovisionsoftheSecurityActandanyregulationsthere under prescribing Compensation Fund requirements for Recognised Exchanges. 123Listing of companies A.Listing:Thelistingoftheshares/stocksoranyothersecurityofany companyisintheabsolutediscretionoftheCounciloftheStock Exchange who may delegate such powers to a duly appointed committee. B.Application for Listing: Application must be made to the Stock Exchange and must comply with the requirements of the Council of the Exchange as contained in Rules 401406 and Appendices 2 to 6. C.InitialFee forListing: Every application for listing must be accompanied by the initial fee in force at the date the application is made (Appendix 6). IntheeventoftheapplicationbeingrejectedbytheCouncilofthe Exchange the initial fee is returnable to the applicant company. D.Annual Fee for Listing: Every company whose securities are listed on the Exchangeshallpay,withinthirty(30)daysofthefirstdayofJanuaryin each year, the annual fee in force at the date of payment (Appendix 6).124Delisting of companies The securities of a listed company may be delisted if any of the following occur: A.The company fails or ceases to comply with any of the requirements of the listing agreement (Appendix 3). B.ThereareanychangestotheArticlesorMemorandumofAssociationof the company which make it undesirable that the securities of the company should be listed. C.In the opinion of the Council the company is guilty of conduct calculated tosubstantiallyaffectinanadversemannertheorderlymarketforits securities. The delisting of the company shall take place by decision of the Council or in an emergency,bytheChairman,orinhisabsencebytheVice-Chairmanofthe Council, but where such delisting takes place by action other than by the Council itshallbereportedtotheCouncilatthefirstavailableopportunityandthe Council may ratify or revoke any such decision and if such a decision is revoked, then the listing of the company shall forthwith be restored. JSE Rule Book 13of 131 November 2008 A suspension of listing may be effected in like manner as a delisting.125Market meetings TheStockExchangeshallholdmarketmeetingseachbusinessday(Mondayto Friday inclusive) from 9:30 a.m. to 2:00 p.m., or for such periods as the Council may decide for the purpose of dealing in listed stocks, shares and other securities. TheCouncilmaymakerulesandregulationsfortheconductofsuchmarket meetings.126Closure, reduction, extension or alteration of trading sessions The Council may by resolution close the Exchange for any period or periods and mayreduce,extendorotherwisealterthetimeofanyperiodorperiods.Such action may be taken on the Council's own initiative or as a result of a petition in writing signed by at least 75% of the active members of the Exchange. 127Compilation and publication of list of prices It shall be the duty of the Secretary or such other person as may be designated by the Council, to record all transactions which take place at market meetings, and to prepare for publication appropriate lists of prices at which such transactions took place during each day's market meeting, and containing such other information as the Council may direct. The Council may give directions from time to time regarding the preparation and publication of the lists. Committees of Council128Listing Committee A.The Secretary shall convene a meeting of the Listing Committee not more than: (i)Seven(7)businessdaysafterreceiptofanapplicationforlisting fromacompanywhichhasnotmadeapublicofferofits shares/stock; (ii)Seven (7) business days after receipt of the notice of allotment from a company which has made a public offer of its shares/stock. JSE Rule Book 14of 131 November 2008 B.Notices:NoticesofallmeetingsoftheListingCommitteeshallbein writingandshallbemailedordeliveredtoeachbrokermemberofthe CouncilattheExchangeormailedordeliveredtotheusualplaceof business of each member of the Council at least twenty-four hours prior to such meeting. However, such period of notice and such written notice may be waived either prior to the meeting or subsequent to the meeting by each absentee member signing a waiver of such notice. C.ProceedingsofCommittee:MeetingsoftheListingCommitteeshallbe presidedoverbytheChairmanoftheCouncilorinhisabsencebythe Vice Chairman or by a broker member of the Council. D.Quorum:Two(2)brokermembersoftheCouncilandone(1)other member of the Council shall form a quorum of the Listing Committee, but should a duly convened meeting be not held for want of a quorum, then at thenextmeetingoftheListingCommitteeconvenedinplaceofsuch meeting, any three (3) members of the Council may form a quorum. E.Reporting to Council: All decisions of the committee must be reported to andratifiedatthenextmeetingoftheCouncilfollowingthemeetingof the committee.129Disciplinary Committee TheDisciplinaryCommitteeofCouncilshallcompriseallthenon-broker membersofCouncilandmayimposeanyofthepenaltiesspecifiedinRule229 upon a Member in respect of whom disciplinary action is taken, which results in a finding of misconduct.JSE Rule Book 15of 131 November 2008 Members & MembershipMembers & Membership 201Qualification of Members A.EverymembershallbeacorporationincorporatedinaCARICOM country. B.Such corporation shall be owned and controlled by persons (natural and/or juridical) who are both citizens of and residents of a CARICOM country C.REPEALED. D.Nocorporationmaybecomeamemberofthecompanyunlessits applicationformembershipisapprovedbytheCouncil.Eachapplicant corporationmustsatisfytheCouncilwhenapplyingformembership,and if admitted to membership, must continuously satisfy the Council that: (i)The business of stockbroking shall be and is the principal business of such corporation; (ii)Thecorporationhaspaid-inequitycapitalofnotlessthanTen Million Dollars ($10,000,000). (iii)Thatitsproposedseatholder,principalofficersandemployees servingcustomershavesufficientknowledgeofstockbrokingand arepersonsofsuchintegrityandcharacterastohonourably comply with the Rules; (iv)Thatitwillnotanddoesnotinadditiontoitsbusinessof stockbrokingcarryonanytobecarriedonwiththebusinessof stockbroking; (v)Thatthecorporationhasmadeadequatearrangements,inits constituentdocumentsorotherwise,toenabletheCompanyto carryoutthepowerscontainedinClause3(w)ofthe MemorandumofAssociationandArticle84oftheArticlesof Association; (vi)ItsMemorandumandArticlesofAssociation,directors, shareholders,proposedseatholderandchiefexecutiveofficerare approved by the Council. E.Its application for membership is approved by the Council.JSE Rule Book 16of 131 November 2008 F.It has been allotted and has subscribed one fully paid-up ordinary share of the company.202Application Procedure A.Fit and Proper AnapplicantwillnotbeadmittedunlessitisabletosatisfytheCouncil thatitisfitandpropertocarryonstockbrokingbusiness.Inorderto determine whether the applicant is fit and proper to carry on stockbroking business,theCouncilmaytakeaccountofallsuchconsiderationsasit sees fit including, but not limited to the applicants: (i)Financial integrity (ii)Absence of convictions or civil liabilities (iii)Competence (iv)Good reputation and character (v)Efficiency and Honesty B.Procedure (i)TheCouncilshallconsidertheapplication(Appendix9).Atany such time after receiving an application and before finally deciding uponit,theCouncilmayrequiretheapplicanttofurnishadditional information (whether relating directly to the applicant or not) which in the opinion of the Council is, or could be, material to its consideration of the application. (ii)Any information furnished to the Council by the applicant shall, if theCouncilsorequires,beverifiedinsuchmannerasitmay specify. (iii)TheCouncilmayadditionallytakeintoaccountanyother informationwhichitconsidersappropriateinrelationtothe applicantprovidedsuchinformationisdisclosedtotheapplicant andtheapplicantisgivenanopportunitytocommentonitand may require the applicant to attend an interview. (iv)If the Council resolves to admit the applicant, the applicant shall be soinformedandshallbecomeamembersubjecttotheRulesand the Memorandum and Articles of the Exchange. JSE Rule Book 17of 131 November 2008 (v)Every member of the Exchange shall be bound by and observe the provisionsofClause3(w)oftheMemorandumofAssociationof the Exchange.

(vi)The Council shall have regard to the information furnished by the applicant and to any other relevant information in their possession providedsuchinformationisdisclosedtotheapplicantandthe applicantisgivenachancetocommentonit.TheCouncilmay also take into account any matter relating to any person who is, or willbe,employedbyorassociatedwiththeapplicant(whetheror not an associate) for the purpose of the business in question, to any person who is or will be an appointed representative in relation to thatbusiness,toanyDirectororController,toanyotherbody corporate in the same group or to any Director or Controller of any such body corporate.203The Fit and Proper Person Test Inthedeterminationofwhethertograntortorefuseanapplicationfor membership or approved representative status, the Council may take into account anymatterwhichrelatestoanypersonwhois,orwhowillbe,employedbyor associated with the applicant (whether or not an associate), to any person who is, orwillbe,anappointedrepresentativeoftheapplicant,andiftheapplicantisa bodycorporate,toanyDirectororControllerofthebody,toanyotherbody corporate in the samegroup, or toany Directoror Controller of such other body corporate.TheCouncilshallhaveregardtoanybusinesswhichtheapplicant proposes to carry on in connection with its stockbroking business. The Council may at any time withdraw or suspend any authorisation which it has granted if, inter alia, it appears that the firm or person: (i)Is not fit and proper, or,(ii)Has given the Council false, inaccurate or misleading information. A.In the case of an applicant for membership:(i)The applicant or any of its representatives should not be: A.anundischargedbankruptorsubjecttoacurrent sequestration order;B.subjecttoaninterimorder,acompositionorschemeof arrangement; C.otherwise insolvent. (ii)Theapplicantoranyofitsrepresentativesshouldnothavebeen convicted of an offence (excluding minor traffic offences). JSE Rule Book 18of 131 November 2008 (iii)The applicant's representatives must have suitable experience and / or educational qualifications. (iv)There must be no reason for the Council toconsider the applicant and its representatives not to be of good reputation and character'. (v)TheCouncilmustnothavereasontodoubtthattheapplicant's representativeswillperformthedutiesofamemberefficiently, honestly and fairly. B.Criterion 1: Financial Integrity (i)It is a material factor, to be taken into account, if the applicant has beenadjudgedbankrupt;hadareceivingordermadeagainsthim; hadhisestatesequestrated;orenteredintoadeedofarrangement in favour of his creditors or other composition or arrangement with creditors.

Itisrelevanttoascertainwhetherabankruptcypetitionhasever beenservedontheapplicantorthatwithinthelastten(10)years theapplicanthasfailedtosatisfyajudgementdebtunderacourt order within one year of the making of the order. Criterion 2: Absence of Convictions or Civil Liabilities (i)Itismaterialtoestablishwhethertheapplicanthasatanytime pleadedguiltyto,orbeenconvictedof,anyoffence(excluding minor road traffic offences) by a civilian, criminal or military court in Jamaica or elsewhereor been subject to penalties for deliberate tax evasion. (ii)Also to be taken into account is whether the applicant has ever, in connection with the formation or management of anycorporation, been adjudged by a court civilly or criminally liable for any fraud, misfeasanceorothermisconductorhasbeenthesubjectofany civil action which has resulted in a finding against the applicant by a court in respect of stockbroking business. (iii)Ifan applicant has everbeen the subject of anycivil action which hasresultedinafindingagainsttheapplicantbyacourt,ora settlementbeingagreed,inrespectofanymatterotherthanthe conduct of stockbroking business, this will be material. JSE Rule Book 19of 131 November 2008 (iv)It is material to establish whether in connection with the formation ormanagementofanycorporationtheapplicanthasbeen disqualified by a court from being a Director, or from acting in the management or conduct of the affairs of any corporation. Criterion 3: Possession of Suitable Experience and/or EducationalQualifications (i)TheCouncilwilldecidewhatconstitutessuitableexperience and/oreducationalqualificationsintheabsenceoftheappropriate examinations. Criterion 4: Good Reputation and Character (i)TheCouncilmustbesatisfiedthattheyhavenoreasontobelieve thattheapplicantisnotofgoodreputationandcharacter.Factors which might give them reason to believe that the applicant is not of good reputation and character include whether: A.the applicant has been refused the right or been restricted in therighttocarryonanytrade,businessorprofessionfor whichaspecificlicence,registrationorotherauthorityis required; B.theapplicanthaseverknowinglybeenthesubjectofan investigationintoallegationsofmisconductormalpractice in connection with the applicant's stockbroking business, or has ever been censured, disciplined or publicly criticised by any professional body to which the applicant has belonged, oriscurrentlyundergoinganysuchinvestigationor disciplinary procedure; C.the applicant has ever been refused entry to any profession orvocation,orhaseverbeendismissedorrequestedto resign from any office or employment; D.theapplicanthaseverbeencensured,disciplined,or publicly criticised by or made the subject of a court order at the instigation of any regulatory authority, or any officially appointed enquiry, or any other established body concerned with the regulation of a financial activity; E.theapplicanthaseverbeenrefusedentrytoanytrade association connected with financial activities. JSE Rule Book 20of 131 November 2008 (ii)Aconvictionforanyoffence(excludingaminortrafficoffence) couldberelevantintheassessmentofthegoodreputationand character of the applicant. (iii)Itwillbematerialinconsideringthebusinessstandingofthe applicant(andthuswhethertheapplicantenjoysgoodreputation and character) to take note, inter alia, of theexistence and degree ofpublicitywhichincludesmaterialadversetotheapplicant.In determining an applicant's reputation it is also material to consider the state of his relationship with his clients. (iv)The fact in itself that an applicant has attracted significant adverse public complaint which is the subject of open comment bears upon hisgoodreputationandcharacter.TheCouncilisentitledtobe jealousofitsownbusinessreputationwhenconsidering applications for admission to membership. If the Council is contemplating having regard to adverse comment in this way, the applicant will be given an opportunity to comment onthematerialconcernedbeforeadecisionistakenonthe application. Criterion 5: Efficiently, Honestly and Fairly This criterion stands apart from the four criteria mentioned above in that it relates to the future activities of the applicant. It extends to the promotion ofefficiencytoensurethattheservicewhichthepublicreceivesisofa reasonable standard. The Council must not have reason to believe that an applicant will not perform his duties efficiently, honestly and fairly. C.The above criteria apply equally to firms which are applying for admission tomembershipandtheirofficersseekingtobecomeapproved representatives (Appendix 10). (i)Theirdirectors,managers,representatives,tradersandemployees who deal with the public in an advisory capacity will be required to become approved representatives but it will be material to consider whether all persons connected with such an applicant can meet the five criteria set out above and whether any of them has ever been a director,orconcernedinthemanagementorconductofaffairsof anycompanywhichhasgoneintoliquidationbyreasonof insolvency,whilsthewasorwithinoneyearofhisbeinga director, or so concerned. (ii)Itwillalsobematerialtoestablishwhetherapersonconnected with an applicant firm has been concerned with the management or JSE Rule Book 21of 131 November 2008 conduct of affairs of any company which, by reason of any matter relating to a time when he was so concerned, has been convicted of anycriminaloffenceinJamaicaorelsewhere,censured, disciplinedorpubliclycriticisedbyanyenquiryorany governmental or statutory authority or any other regulatory bodies recognised by such authority, or which has been the subject of any civil action which has resulted in a finding against the company by a court.

(iii)Inaddition,theCouncilwillwishtoensurethattheownership structureofanapplicantfirmdoesnotresultinanyunacceptable conflicts of interest. (iv)TheobligationwillbeupontheapplicanttosatisfytheExchange as to any of the mattersreferred to in the fit and proper person test andtheExchangereservestheright,atitsabsolutediscretion,to placewhateverweightitconsidersappropriatetoanyofthe informationsuppliedandtotakeintoaccountmattersotherthan thosereferredtoabove,whereitconsidersitappropriatetodoso providedsuchinformationisdisclosedtotheapplicantandthe applicant is given an opportunity to comment on it. D.Agreement with the Exchange Successfulapplicantsarerequiredtosignanagreementlegallybinding themtoobeytherulesandregulationsincludingClause3(w)ofthe Exchange'sMemorandumofAssociationandbesubjecttoanycodesof discipline which the Council may impose from time to time. E.Resignation from Membership (i)Resignationbythree(3)monthswrittennoticeaccompaniedby reasonforresignation,whichshallintheopinionoftheCouncil, benecessarytodeterminewhethertheeffectivedateshouldbe postponed,orifanyothermeasureswillbenecessaryforthe protection of the investors who are customers of that member firm. (ii)TheCouncilinitsabsolutediscretionmayrefusenoticeof resignationgivenbyamemberpriortoitstakingeffect,ifitis consideredbytheCouncilthatanymatteraffectingsuchmember firmneedstobeinvestigatedpreliminarytoadecisiononthe question of whether it should be expelled or otherwise disciplined for any other reason. JSE Rule Book 22of 131 November 2008 204Misleading names TheCouncilmayrefusetoallowamembertocarryonbusinessunderaname which they consider misleading.205Name of business Allmembersshallstateonallcontractnotesandcorrespondencerelatingtothe transaction of business in the stock market, the name in which their stockbroking business is carried on.206Attorneys A.A member may nominate attorneys any one of whom will be permitted to actasitstradingrepresentativeatsessionsoftheExchangebutnotmore than one such attorney may trade at the same session. B.AseparateFormofAppointment(Appendix11)shallbeexecutedbya memberforeachofitsattorney(s),andaccompaniedbytheappropriate fee(s), the form(s) shall be delivered to the Secretary of the Exchange. C.An attorney shall be: (i)not less than 18 years of age; (ii)ofJamaicancitizenshiporresidentinJamaicafornotlessthan6 months; (iii)person in the regular employ of the member. D.AmembershallpaysuchfeesforeachofitsattorneysastheCouncilof the Exchange shall from time to time prescribe. E.Allattorneysshallbeboundequallywithmemberstoobservetherules and regulations of the Exchange but they shall have no voice in the affairs of the Exchange.207REPEALED208Mergers and Partnerships A.REPEALED B.REPEALED JSE Rule Book 23of 131 November 2008 C.Amembershallnotenterintoamergerorpartnershipwithanyother person except with the prior written consent of the Council. A member so desiring to enter into partnership shall: (i)Notlaterthanonemonthbeforeproposedcommencementofthe mergerorpartnership,applyinwritingtotheCouncilforconsent to enter into the mergeror partnership, and shalltherewith submit suchevidenceastoitsanditsintendedpartner'sabilityasatthe commencementofthemergerorpartnershiptocomplywiththe Rules of the Stock Exchange relating to Members and Membership as the Council may require; (ii)Givesuchinformationwhetherverballyorinwritingasthe Council may require;

(iii)Whereamemberdesirestomergeorenterintopartnershipwith another member, it shall indicate the member who shall continue to holdmembershipintheStockExchangeandthememberwhose membershipshallbeterminated,andshallforwardtotheCouncil at the same time a signed undertaking by the active member whose membershipistobeterminated,tomakeitsshareintheStock Exchangeavailableforpurchasebyanewentitytobedesignated orapprovedbytheCouncilandfortransfertosuchnewentityas directedbytheCouncil.Thepurchasepriceoftheshareshallbe agreed by the buyer and seller. (iv)Notlessthanfourteendayspriornoticeofthedissolutionof partnership shall begiven in writing to the Council bythe partner whoisthememberoftheStockExchangeandtheCouncilmay require both continuing and retiring partners to attend before them; provided however, that such notice shall not be required where the Council otherwise permits or where the partnership is dissolved by reason of the death of one of the partners. D.The name of a partnership shall not be changedwithout the prior consent of the Council. E.Posting of NoticeThe Council shall cause a notice to be published in the Stock Exchange as follows: (i)Not later than fourteen days before the intended commencement of a partnership or merger; (ii)AssoonaspossibleafterthereceiptbytheCouncilofanynotice of dissolution of partnership;JSE Rule Book 24of 131 November 2008 (iii)Not less than fourteen days before the intended change of name of apartnershipormerger,andsuchnoticeshallspecifythedateof thecommencementordissolutionorchangeofnameofthe partnership or merger as the case may be, and such commencement or dissolution or change of name shall become effective on the day specifiedforthatpurposeinthenotice,andwherethepartnership iswithanothermemberthenthenoticeshallstatewhichofthe membersshallsurrenderitsseatontheStockExchangeandfrom whatdate,andwhichshallcontinuetoholditsseatinrelationto the new partnership. F.Whereamergerismadeorapartnershipisformedorapartnershipis dissolved,theCouncilshallsatisfyitselfthatthenewcorporationinthe case of a merger or the new partnership in the case of a formation of a new partnership,orthecontinuingmemberinthecasewherepartnershipis dissolvedandamemberofthepartnershipcontinueasamemberofthe Stock Exchange, is ableto comply with the Rules of the Stock Exchange relatingtoMembersandMembershipandmayrequiretobeprovided with such evidence as in the opinion of the Council is necessary to satisfy it in relation to these matters. G.ForthepurposesoftherulesandregulationsoftheStockExchange,the following relationships shall be deemed to be partnerships: (i)Where an active member lends security or cash to another member or to anyother person on terms contingent on or varyingwith the profitsofitsbusiness,thenitisdeemedtohavetherebyentered intopartnershipwithamemberorotherpersonborrowingthe security or cash; (ii)Anymemberwhoentersorisdeemedtoenterintopartnership withanothermemberormembersshallforthepurposeofthese rulesbedeemedtoassumejointandseveralliabilityforalldebts and obligations of such member or members with whom it entered intopartnershiparisingimmediatelybeforeitenteredintosuch partnershipandforalldebtsandobligationsofthepartnership incurred while it is in partnership. H.Whereafirmfailsinpartnershipitisdissolvedandifanymemberor membersofthefirmcontinueasmembersoftheStockExchangeorare re-admittedasmembersandshouldtheywishtorenewthepartnership, suchrenewalmustbetreatedasanewpartnershipforthepurposesof these Rules. JSE Rule Book 25of 131 November 2008 I.TheCouncilshalldecideanyquestionastowhetherornotapartnership exists within the meaning of these Rules. 209Members Books & Records A.All members of the Stock Exchange must in their professional dealings: (i)Keep proper books of accounts with respect to: (a)Allsumsofmoneyreceivedandexpendedrelativetothe business as stockbroker or dealer in securities; (b)All sales and purchases of securities whether as principal or broker or otherwise; (c)All assets and liabilities whether as principal or agent or in whatever capacity held. All books of accounts shall show separately the accounts of clients in respect of paragraph (a), (b) and (c) above. Amembershallnotberegardedashavingkeptproperbooksof accounts unless it keeps such books as are necessary to give a true and fair view of the state of the member's affairs in its business as stockbroker and to explain its transactions. (ii)Useproperformsofcontractintransactionsforthepurchaseand sale of securities whether as principal or as broker; (iii)WhenrequestedbytheCounciltodoso,presenttheirbooksof accounts and other records for examination, by a public accountant orotheragentappointedbytheCouncil,inconnectionwith dealingswithclientsorforthepurposeofcertifyingthenetasset worth of the business. B.The Council may from time to time by circular or other means bring to the attentionofmembers,prescribeoradviseuponthebooks,records, accounts or other documents to be kept by members and as to the manner ofkeeping,preparingorcompilingthesameandtheentries,information and other matters to be recorded or contained therein. 210Financial Returns A.Monthly ReturnsJSE Rule Book 26of 131 November 2008 Every member shall submit to the Exchange within thirty-one (31) days of the end of each month,financial statements in the form prescribed by the Council. B.Quarterly ReturnsEvery member shall submit to the Exchange within thirty-one (31) days of the end of each quarter, financial statements in the form prescribed by the Council. C.Annual ReturnsEverymembermustfurnishtotheCouncileachyearwithinthree(3) monthsoftheendofitsfinancialyearauditedfinancialstatementsanda certificatefromapublicaccountantauthorizedtoperformanauditunder the provisions of the Companies Act 1965 certifying: (i)that proper books of accounts as required by the Council have been kept; (ii)settingoutastatementofcontingentliabilitiesotherthanthose normally arising in the business of the stockbroker; (iii)thatitsnetassetworthheldintheformofcashandreadily convertible securities as at the end of the financialyear is not less than $5,000,000.211Delinquency in Submitting Audited Accounts Ifaperiodofthree(3)monthshaselapsedsincetheduedate(3monthsafter financial year end), for a member to submit audited accounts to the Exchange, the CouncilshallhaveauthoritytosendintheExchangeAuditortopreparethe member'saccountsandauditthesame.Thedelinquentmemberwillbecharged for the preparation of the accounts.212Fines Any member which fails to submit any financial return within the period specified inRule210shallbechargedafineofFiveThousandDollars($5,000.)perday (includingweekendsandpublicholidays)untilsuchtimethatthereturnis submitted to the Exchange or the member is suspended from membership.213Suspension for 90 Days Delinquency A.A member will be automatically suspended from membership if:(i)Suchmemberisdelinquentinforwardinganymonthlyreportto the Exchangefora period exceeding sixty (60) days from the due date of such report, orJSE Rule Book 27of 131 November 2008 (ii)Suchmemberfailstopayallaccruedfineswithinaperiodof ninety (90) days from the date of the breach for which the fines are charged. B.SuspensionwillcontinueuntilthememberforwardstotheExchangeall reportsthatareoverdueandpaysallaccruedfinesasatparagraphA(ii) above. C.The suspension of a member will be published in the daily newspaper(s).214Disputes Between Members A.Alldisputesbetweenmembersordisputesbetweenamemberandits representatives,whichdonotaffectthegeneralinterestofthestock marketshallbereferredforarbitrationofamemberormembersofthe Stock Exchange. Incasenosucharbitratorscanbefound,thensuchmattersmustbe referred to the Council for its arbitration. Where any question arises as to whetheranymatterindisputeaffectsthegeneralinterestofthestock market, then the Council shall decide such question and its decision shall befinal.WhereanymatterisreferredtotheCouncilforarbitration pursuanttothissub-clause,thennoneofthecontendingpartiesshall participate as arbitrators of such matter. B.Nomembershallattempttoenforcebylawanyclaimrelativetostock market business against another member without first complying with the preceding sub-clause requiring reference to arbitration. C.The Council may intervene in cases where a member acts contrary to this rule but the Council may at its discretion refuse to intervene in any claim whichinitsopinionarisesinwholeorinpartfromthenegligenceofthe claimant,orhasnotbeendiligentlypursuedbytheclaimantorwhich couldnotberecognisedbythemwithoutcausinggreathardshipupon some intermediary. 215Complaints by Members Allcomplaintsorothercommunicationsinthenatureofcomplaintsmustbein writingandshallbesigned.TheCounciloftheExchangeshallconsidereach complaintandshalltakesuchactionthereonasitmaydeemfitwhichisnot inconsistentwiththeRulesoftheStockExchangeandtheMemorandumand Articles of Association of the company. JSE Rule Book 28of 131 November 2008 216Advertising NomemberoftheStockExchangemayadvertiseforstockmarketbusinessor issuecircularsorbusinesscommunicationssolicitingbusinesstopersonsother than its own principals unless it sends a copy to the Council so that it is received by the Secretary or other officer of the Council at least three (3) days before it is published. The Council may at any time before the publication thereof request the member to amend or not publish the same and the member shall comply with any such request.

Nothinghereincontainedshallpreventamemberfromissuingtoanyperson a circularorbusinesscommunicationsofaninformativenaturewhichdoesnot directly or indirectly solicit business. 217Use of Name on Documents of Offer No member of the Stock Exchange shall without the consent of the Council allow itselftobenamedasbrokeronanyProspectus,StatementinlieuofProspectus, Memorandum for Listing or other document of offer. A.Relating to securities not listed, or, B.Inrespectofwhichnoapplicationforlistinghasbeenmadeunlesssuch documentcontainsastatementthatapplicationwillbemadeorhasbeen made for such shares to be listed, or, C.Where such application has been made, it has been refused or deferred, or listing has been suspended or cancelled. 218Determination of Defaulting Client Where a member's client defaults on any obligation and by reason of such default, the member is of the view that no further business should be transacted with such client, the member shall forthwith notify the Council of the name and address of such client and of the facts and circumstances of such default, and send a copy of thenotificationtotheclient.Uponreceiptofthebroker'snotification,the Exchangewillwritetotheclientrequestingawrittenresponseorpersonal appearance within 30 days. Council will thereafter examine both sides of the issue andmakeadeterminationoffault.Ifthememberisatfault,thenCouncilwill dismisstheirrequestfornotification.But,iftheclientisatfault,Councilasit deems fit may then, under confidential cover, notify each member of the name of such defaulting client. JSE Rule Book 29of 131 November 2008 219Business with or for Person Expelled A member shall not without the permission of the Council share commission with orcarryonbusinessfororwithapersonwhohasbeenexpelledfromtheStock Exchange or who has ceased to be a member for whatever cause.220Defaulting Member Ifanymemberdefaultsin,orfailstomeet,oradmitsordiscloses itsinabilityto meet its liabilities to the Stock Exchange or to another member, or to the public, thememberconcernedmaybeadjudgedadefaulterbytheCouncilofthe Exchangeandnoticethereofshallbepostedonthenoticeboardandmailedor delivered to each member. Subject to compliance with the requirements and procedures for an enquiry by the Council laid down at Article 18 of the Articles of Association of the company, the Council may at any time suspend a defaulter from the exercise of the privileges of membership and notice thereof shall be posted on the notice board and mailed or delivered to each member including the defaulter. Nomembershalldobusinessfortheaccountofadefaulterwithoutthewritten consent of the Council.221Inactive Members A.An inactive member of the Stock Exchange shall be liable to have its share compulsorily purchased in accordance with the provisions of Article 9 (a) of the Articles of Association. B.Anactivememberisonewhichinacalendaryeartransactsnotlessthan threepercent(3%)marketshareofthebusinesstransactedonthe Exchangeorcontributesatleast$100,000infeesfromtradingonthe Exchange. C.Amemberwhofailstoattaineithertheminimummarketshareorthe minimumfeecontributionshallbedeemedtobean"inactive"member. Providedhowever,thatinthecaseofanewmember,orinthe reinstatementofadormantorinactivemember,thecriteriafor determiningwhetherornotsuchmemberisactiveorinactivewillnot apply in the first year of trading but in the second year.222Members in Good Standing A member ingood standing is defined as one which has paid upall subscription feesandanyfeeschargedinrelationtotradingontheExchange,andisnotin breach of any Rule of the Exchange.JSE Rule Book 30of 131 November 2008 223Trading for Employee of Another Firm No member shall knowingly take or carry any account or make any transaction in whichanyemployeeofanothermemberhasaninterest,eitherdirectorindirect, without the written consent of such other member.224Dealing in Listed Securities No member of the Stock Exchange maydeal in Jamaica in any stocks, shares or securitieslistedontheJamaicaStockExchangesaveandexceptatmarket meetings of the Stock Exchange or as otherwise authorised by rules made by the Council.225Commission Each member shall determine the commission which it charges on transactions in securitiespostedfortradingontheExchange.Everycontractnoteissuedunder Rule 311 shall clearly show the commission charged.226Insurance TheCouncilshallrequireeverymemberormember'sfirmorcorporationto maintainsuchpolicyorpoliciesofinsuranceastheCouncilmayconsider desirableagainstlosses,causedbythedishonestactsofitsofficers,directorsor partnersprovidedsuchinsuranceisavailableandagainstlossescausedby handlingstolenandforgeddocumentsoftitleorsecuritiesorotherdefective instruments.227Associate Members A.Commercialbanksand/ortheirassociatedtrustcompaniesmayapplyto the Exchange for associate membership status.

B.Associate members shall:(i)payan annual subscription fee as determined bythe Council from time to time; (ii)beentitledtoattend,withoutanyvotingprivileges,allgeneral meetings of the Jamaica Stock Exchange; (iii)be eligible to act as agents in a public offer of stocks or bonds for which application for listing on the Exchange will be made. JSE Rule Book 31of 131 November 2008 228Managed accounts A.Adiscretionaryaccountshallmeananaccountwhichishandledbya member firm for a client and in which dealings are carried out on a regular basis without prior reference to the client. B.Everymemberfirmwhichconductsdiscretionaryaccountbusinessshall haveawrittenagreementwiththeclientwhichshallsetoutthegeneral aimsandrestrictionsoftheaccountandthebasisonwhichitcanbe mutually terminated. The discretion shall be given to the three (3) member firms and not to individuals. C.Every member firm shall maintain a separate record for each discretionary client and it should be under the control of a manager/director who should regularly review the operations of discretionary accounts. D.Memberswhoconductmanagedaccountsmustsubmitwiththemonthly financialreportspecifiedinRule210,ascheduleshowingthenumberof accounts managed and the dollar value of these accounts. E.The client agreement letter must do the following: (i)Specifythenatureoftheservicestobeprovidedbythemember firm; (ii)State the specific investment objectives of the client, if any;

(iii)Specifyanyrestrictionsonthetypesofinvestmentintowhichthe available funds of the client may be invested or if there are no such restrictions, state that fact; (iv)Statehowtheagreementmaybeterminatedormodifiedbythe member firm or by the client; (v)Statewhetherthereareanyrestrictionsastohowtheclientisto giveinstructionstothememberfirm,howthememberfirmisto confirmthereceiptofthoseinstructionsifotherwisethanbythe issueofacontractnotefollowingexecutionofthoseinstructions andthecircumstances(ifany)inwhichthememberfirmmay refuse instructions received from the client; (vi)Statethebasisonwhichthememberfirmistochargeforthe services it provides and how payment is to be made or collected by the member firm. JSE Rule Book 32of 131 November 2008 (vii)Statethearrangementsforaccountingtotheclientinrespectof transactions arranged on his behalf; (viii)Statethefrequencywithwhichtheclientistobesuppliedwitha statementofthemoneyandtheinvestmentscomprisedinthe portfolioandavaluationthereofand,whatthebasisofsuch valuation is to be.229Disciplinary Proceedings A.Disciplinary Proceedings (i)The Disciplinary Committee of Council shall comprise all the non-brokermembersofCouncilandmayimposeanyofthepenalties specifiedinSectionCbelowuponaMemberinrespectofwhom disciplinaryactionistakenwhichresultsinafindingof misconduct. AquorumforameetingoftheDisciplinaryCommitteeshall comprise three (3) members of that Committee. (ii)Unless the context otherwise requires, for the purpose of this rule, areferencetoa"Member"(asdefinedinRule201)shallbe deemedtoincludeanyApprovedRepresentativeorformerly ApprovedRepresentative(asdefinedinRule203C(i))anda reference to "Membership" shall be construed accordingly. B.Acts of MisconductActs of misconduct may consist of, but are not limited to the following:(i)Breach of any of the rules of the Stock Exchange (ii)Failure to comply with a decision of the Council (iii)Conduct the manner ofwhich is detrimental to the interests of the Stock Exchange (iv)Conductthemannerofwhichisdishonourableordisgracefulor improper or unbecoming the character of a Member (v)Conductthemannerofwhichisdisorderlyorinvolveswillful obstruction of business on any trading floor (vi)FailuretopayanyfineimposedbyCouncil,withinthespecified time JSE Rule Book 33of 131 November 2008 (vii)AnyactwhichresultsintheMemberbeingfoundtohavemade improper profits (viii)Any act which results in a Member being convicted for a criminal offenceinvolving dishonesty or fraud. C.Disciplinary ProceduresDisciplinaryproceedingsshallbedeemedtohavebeeninstitutedonthe date on which the documents in the matter are referred to the Disciplinary Committee by the Exchange. (i)Referred to the Disciplinary CommitteeWhere the Council has decided that there is reason to believe that a Membermaybyhisactionshavebroughthimselfunderthe operationofSectionBorwhereaclient'scomplaintappearsto warrant it, Council shall have the Exchange prepare a statement of casewhichshalldetailthechargeswhichtheMembershallbe requiredtoanswerandshallremitittotheDisciplinary Committee. Wheredisciplinaryproceedingsarereferredtothe DisciplinaryCommittee,theCommitteeshallassignatleast three (3) members of the Committee to hear and determine the matter. (ii)DeterminationAsToWhetherAnActofMisconductHasBeen Committed (a)On receipt of the complaint, the Committee shall fix a date for hearing,and the Secretary shall serve notice thereof on theComplainant.Thenoticeshallnotbelessthanfifteen (15) business days notice. (b)TheComplainantandtheMembershallrespectively furnishtotheSecretaryandtoeachotheralistofall documentsonwhichtheyrespectivelyproposetorely. Suchlistsshall,unlessotherwiseorderedbythe Committee,befurnishedbytheComplainantandthe Member respectively at least ten (10) business days before the hearing.

(c)Either party may inspect the documents included in the list furnishedbytheotherandacopyofanydocument mentioned in the list of either party shall on the application ofthepartyrequiringit,befurnishedtothatpartybythe JSE Rule Book 34of 131 November 2008 other within three (3) business days after the receipt of the application. (d)Ifeitherorbothpartiesfailtoappearatthehearing,the Committeemay,uponproofofserviceoftheNoticeof Hearing,proceedtohearanddeterminetheapplicationin his or their absence. (e)TheCommitteemay,intheirdiscretion,eitherastothe whole case or as to any particular fact or facts, proceed and actuponevidencegivenbyaffidavit:providedthatany partytotheproceedingsmayrequiretheattendanceupon subpoenaofanydeponenttoanysuchaffidavitforthe purposeofgivingoralevidence,unlesstheCommitteeis satisfiedthattheaffidavitispurelyformalandthatthe requirement of the attendance of the deponent is made with the sole object of causing delay. (f)NotesoftheproceedingsshouldbetakenbytheSecretary oftheJamaicaStockExchangeorotherpersonappointed bytheCommitteeandanypartywhoappearsatthe proceedings shall be entitled to a copy thereof on payment of a charge from time to time prescribed by the Committee. (g)NotwithstandinganythingtothecontrarytheCommittee mayextendorabridgethetimefordoinganythingunder thisrule,andallowforanynewdocumentstobe introduced. (h)TheCommitteeshallmakeareportofitsfindingstothe CouncilonwhethertheMemberbyhisactionshasorhas notcontravenedSectionBandtheCouncilshallbebound to accept the decisions of the Committee. (iii)Penalties To Be Imposed

WheresuchreportstatesthattheDisciplinaryCommitteehas decided that the Member by his actions has contravened such rules, the report shall state the penalty or penalties which the Committee has decided to impose and the Council shall be bound to accept the decisions of the Committee. The Council shall notify the Member of the decisions and penalty or penalties imposed. PENALTIESThe penalties which may be imposed in order of severity are: JSE Rule Book 35of 131 November 2008 (a)Suspension from trading in any manner whatsoever (b)Suspensionoftherighttoenteranytradingfloorofthe Stock Exchange (c)Censure (d)Reprimand by the Council (e)Reprimand by the Chairman of Council Alternativelyoradditionally,afineofsuchamountasmaybe considered appropriate may be imposed. (iv)Former Members DisciplinaryproceedingsagainstaformerMembershallnotbe institutedmorethanoneyearafterthecessation,resignationor lapsing of Membership. D.Notification to the Public The Committee shall hear all complaints in private, but the Council may in its absolute discretion and in such manner as it thinks fit, notify or cause to be notified to Members and to the public any decision of the Disciplinary Committee including the following: (i)That any Member has been suspended (ii)That any Member has been censured, reprimanded and/or fined E.Fines (i)AfineimposedunderSectionC(iii)shallbeadebtduefromthe MembertotheStockExchangeandpayablewithinthetime specified by the Committee. (ii)TheproceedsofafineimposedunderSectionC(iii)shallbe credited to the funds of the Stock Exchange. (iii)If any member does not pay a fine imposed under Section C (iii) in accordancewithSectionE(i)theCouncilshallonfourteen(14) days'noticesuspendsuchmemberfromallprivilegesof membership until the fine is paid. JSE Rule Book 36of 131 November 2008 F.AppealsMembersoftheExchangewhowishtoappealdecisionsofthe DisciplinaryCommittee,havetherightofappealtotheSecurities Commission under Section 22.3 of the Securities Act '93. MembersofthepublichavetherightofappealtotheSecurities Commission. RULE 230 BUSINESS CONTINUITY AND CONTINGENCY PLAN A.Membersandmemberorganizationsmustdevelopandmaintainawritten businesscontinuityandcontingencyplanestablishingproceduresrelatingtoan emergencyorsignificantbusinessdisruption.Suchproceduresmustbe reasonablydesignedtoenablemembersandmemberorganizationstomeettheir existing obligations to customers. In addition, such procedures must address their existingrelationshipswithotherbroker-dealers,andcounter-parties.Members andmemberorganizationsmustmakesuchplanavailabletotheExchangeupon request. B.Members and member organizations must conduct, at a minimum, a yearly review oftheirbusinesscontinuityandcontingencyplantodeterminewhetherany modificationsarenecessaryinlightofchangestothemembersormember organizationsoperations,structure,businessorlocation.Intheeventofa materialchangetoamembersormemberorganizationsoperations,structure, businessorlocation,thememberormemberorganizationmustpromptlyupdate its business continuity and contingency plan.

C.Theelementsthatcompriseabusinesscontinuityandcontingencyplanshallbe tailoredtothesizeandneedsofamemberormemberorganization.Eachplan, however, must, at a minimum, address, if applicable: 1.Books and records back-up and recovery (hard copy and electronic);2.Identification of all mission critical systems and back-up for such systems;3. Financial and operational risk assessments;4. Alternate communications between customers and the firm;5.Alternatecommunications between the firm and its employees;6. Alternatephysicallocation of employees;7. Critical business constituent, bank and counter-party impact;8.Regulatoryreporting;9. Communications with regulators; and10.How the member or member organization will assure customers promptaccess to their funds and securities in the event the member or memberJSE Rule Book 37of 131 November 2008 organization determines it is unable to continue its business. Totheextentthatanyoftheaboveitemsisnotapplicable,themembersor member organizations business continuity and contingency plan must specify the item(s) and state the rationale for not including each such item(s) in its plan.If a memberormemberorganizationreliesonanotherentityforanyoftheabove-listedcategoriesoranymissioncriticalsystem,themembersormember organizationsbusinesscontinuityandcontingencyplanmustaddressthis relationship. D.Eachmemberormemberorganizationmustdisclosetoitscustomershowits businesscontinuityandcontingencyplanaddressesthepossibilityofafuture significantbusinessdisruptionandhowthememberormemberorganization plans to respond to events of varying scope.At a minimum, such disclosure must bemadeinwritingtocustomersataccountopening,postedontheInternet websiteofthememberormemberorganization(ifapplicable)andmailedto customers upon request. E.The term mission critical system,for purposesof this Rule, means anysystem thatisnecessary,dependingonthenatureofamembersormember organizationsbusiness,toensurepromptandaccurateprocessingofsecurities transactions,includingordertaking,entry,execution,comparison,allocation, clearanceandsettlementofsecuritiestransactions,themaintenanceofcustomer accounts, access to customer accounts and the delivery of funds and securities.

F.The term financialandoperationalrisk assessments, for purposes of this Rule, means a set of written procedures that allow members and member organizations to identify changes in their operational, financial, and credit risk exposure. G.Membersandmemberorganizationsmustdesignateaseniorofficertoapprove the Plan, who shall also be responsible for the required annual review, as well as anEmergencyContactPerson(s).Suchindividualsmustbeidentifiedtothe Exchange (by name, title, mailing address, e-mail address, telephone number, and facsimilenumber).PromptnotificationmustbegiventotheExchangeofany change in such designations.JSE Rule Book 38of 131 November 2008 Trading & Operations Trading & Operations 301Trading Sessions Dealingsinlistedsecuritiesshallcommenceat9:30a.m.oneachbusinessday. Extension or retraction of these times is at the absolute discretion of the officer of the Exchange presiding over the session, subject to concurrence of the majority of seatholders and attorneys on the floor.302Quotation Spreads All bids and offers shall be made at a minimum spread per unit of share/stock of: A.0.05 where quotation is up to $5.00 per unit B.0.10 where quotation is more than $5.00 per unit303Board Lots A board lot shall consist of: A.500 units of shares/stocks priced at more than $50.00 B.1000units of shares/stocks priced at $20.01 to $50.00 C.2000 units of shares/stocks priced at $20.00 or less304Odd Lots Odd lots must be traded: A.between bid and offer (at market); B.at any price in the event there has been no bid or offer during past twenty-four (24) trading sessions. 305Established Buyer Thememberfirstsubmittingthehighestbidforasecuritybecomesthe Established Buyer thereof at the bid price for not less than one board lot, without interference, or more than a board lot with the consent of all members present. At JSE Rule Book 39of 131 November 2008 any point after a board lot has been dealt in, the stock may again be called at any member's request other than the previous Established Buyer and any such member may take over the position of Established Buyer at a bid price which may be: A.lower than the current bid, or, B.at the current bid, or, C.higher than the current bid.306Established Seller Thememberfirstsubmittingthelowestofferforasecuritybecomesthe Established Seller thereof at the offer price for not less than one board lot, without interference, or more than a board lot with the consent of all members present. At any point after a board lot has been dealt in, the stock may again be called at any member'srequestotherthanthepreviousEstablishedSelleratanofferprice which may be: A.higher than the current offer, or, B.at the current offer, or, C.lower than the current offer. 307Determination of Established Buyer or Established Seller A.Where two or more members make an identical bid or offer, the officer of the Exchange presiding shall determine the established position by means of drawing lots or some other acceptable means, e.g. tossing a coin. B.Whereamembervacateshisestablishedpositionvoluntarilyanyother membermaytakeovertheestablishedpositionateitheralowerbidora higher as the case may be. 308LimitationsA member wishing to deal in any security must deal with the Established Buyer or theEstablishedSellerasthecasemaybefornotlessthanoneboardlot.Any amountinexcessofaboardlotmayonlybedoneintheeventthatnoother memberintervenestodealinthesecurityattheestablishedprice,whetheras buyer or seller. Where there is an intervention, the intervening member shall also be subject to the above limitations. JSE Rule Book 40of 131 November 2008 309Put-Through TransactionsAnymemberwhetherEstablishedorNon-EstablishedmaydealasanAgent, Principal Buyer, or Principal Seller subject to the following conditions:A.Non-Established MemberA Non-Established Member may put through a transaction as:(i)Agent at:

(a)TheBIDpricewiththeconsentoftheEstablishedBuyer, up to a maximum of one board lot, after which 30% of the amount in excess must be offered for sale to floor members attheBIDprice.IntheeventoftheEstablishedBuyerexercising his right of one board lot, the member executing theput-throughwillbeallowedthenextboardlotbefore applications of the 30% rule. (b)TheOFFERpricewiththeconsentoftheEstablished Seller, up to a maximum of one board lot, after which 30% oftheamountinexcessmustbeboughtfromfloor members at the Offer price. In the event of the Established Sellerexercisinghisrightofoneboardlot,themember executingtheput-throughwillbeallowedthenextboard lot before applications of the 30% rule. (c)anyINTERMEDIARYprice,withoutinterference,uptoa maximumofoneboardlot,afterwhichthemember executingtheput-throughmustsatisfybuyingand/or sellingordersfromfloormembersatthat INTERMEDIARYpriceupto30%oftheamountin excess. (ii)Principal Buyer at: (a)TheOFFERpriceonly,withconsentoftheEstablished Seller, up to a maximum of one board lot, after which up to 30%oftheamountinexcessmustbeboughtfromfloor membersattheOFFERprice.Intheeventofthe Established Seller exercising his right of one board lot, the memberexecutingtheput-throughwillbeallowedone board lot before application of the 30% rule (above). (iii)Principal Seller at: (b)theBIDpriceonly,withtheconsentoftheEstablished Buyer, up to a maximum of one board lot, after which up to 30%oftheamountinexcessmustbeofferedforsaleto floormembersattheBIDprice.Intheeventofthe JSE Rule Book 41of 131 November 2008 Established Buyer exercising his right of one board lot, the memberexecutingtheput-throughwillbeallowedone board lot before application of the 30% rule (above). B.Established Buyer An Established Buyer may put through a transaction as: (i)Agent at:(a)TheBidPrice,uptoamaximumofoneboardlot,after which 30% of the amount in excess must be offered for sale to floor members at bid price. (b)The OFFER price only, with the consent of the Established Seller, up to a maximum of one board lot, after which up to 30% of the amount in excess must be bought from the floor membersattheOFFERprice.Intheeventofthe Established Seller exercising his right of one board lot, the memberexecutingtheput-throughwillbeallowedone board lot before application of the 30% rule (above). (c)anyINTERMEDIARYprice,withoutinterference,uptoa maximumofoneboardlot,afterwhichthemember executingtheput-throughmustsatisfybuyingand/or sellingordersfromfloormembersatthat INTERMEDIARYpriceupto30%oftheamountin excess. (ii)Principal Buyer at: (a)TheOFFERpriceonly,withconsentoftheEstablished Seller, up to a maximum of one board lot, after which up to 30%oftheamountinexcessmustbeboughtfromfloor membersattheOFFERprice.Intheeventofthe Established Seller exercising his right of one board lot, the memberexecutingtheput-throughwillbeallowedone board lot before application of the 30% rule (above). (iii)Principal Seller at: (a)The BID price only, without interference, up to a maximum ofoneboardlot,afterwhichupto30%oftheamountin excess must be sold to floor members at the BID price. C.Established Seller JSE Rule Book 42of 131 November 2008 An Established Seller may put through a transaction as: (i)Agent at : (a)TheOFFERpricewithoutinterference,uptoamaximum ofoneboardlot,afterwhichthe30%oftheamountin excessmustbeboughtfromfloormembersattheOFFER price. (b)TheBIDpricewiththeconsentoftheEstablishedBuyer, up to a maximum of one board lot, after which 30% of the amountinexcessmustbeofferedforsalefromfloor membersattheBIDprice.IntheeventoftheEstablished Buyerexercisinghisrightofoneboardlot,themember executingtheput-throughwillbeallowedthenextboard lot before application of the 30% rule. (c)anyINTERMEDIARYprice,withoutinterference,uptoa maximumofoneboardlot,afterwhichthemember executingtheput-throughmustsatisfybuyingand/or sellingordersfromfloormembersatthat INTERMEDIARYpriceupto30%oftheamountin excess. (ii)Principal Buyer at: (a)TheOFFERpriceonly,withoutinterferenceuptoa maximumofoneboardlot,afterwhichupto30%ofthe amountinexcessmustbeboughtfromfloormembersat the OFFER price. (iii)Principal Seller at: (a)TheBidpriceonlywiththeconsentoftheEstablished Buyer up to a maximum of one board lot, after which up to 30% of the amount in excess must be sold to floor members attheBIDprice.IntheeventoftheEstablishedBuyer exercising his right of one board lot, the member executing theput-throughwillbeallowedaboardlotbeforethe application of the 30% rule.310Bargains and Annulment of Bargains A.Everymember,whetheractingforitsownaccountorforaccountofa principal,mustwhenfulfillingallbargainscomplywiththerules, regulations and usages of the Stock Exchange.JSE Rule Book 43of 131 November 2008 B.TheStockExchangeshallnotgiveassistancetoamembertoannula bargain,exceptwherethereisanallegationoffraudorofwillful misrepresentationorwherethereisamistake,whichinthejudgementof the Council, would warrant its intervention.311Contract Notes A.Membersmaytransactbusinessasprincipalsorasagents,buttheymust clearly state the capacity in which they are transacting such business.

(i)either prior to or at the time of entering into the contract, and; (ii)in the document embodying the contract relative to the transaction. B.Every transaction entered into by a member, whether as principal or agent, shall be evidenced by a contract note:

(i)whereamemberisactinginthecapacityofaprincipal,every contract note issued therefore shall so state; (ii)whereamemberisactinginthecapacityofanagent,every contractnoteissuedthereforeshallstatethepriceatwhichthe bargainhasbeendoneandthecommissionchargedinrespect thereof. C.Everycontractnoteshallbearthewords"memberoftheJamaicaStock Exchange". D.Memberswhoeffectanysaleorpurchaseofanylistedsecurityshall within two (2) business days after the sale or purchase make and transmit a contract note of the transaction to its principal.312Clearing of Transactions Alltransactionsmadebetweenmembersinlistedsecuritiesexceptthose specificallydesignatedas"cash"or"delayeddelivery"shallbesettledwithin fourteen (14) days following the date of the transaction unless otherwise arranged by the contracting parties. Cheques for settlement in respect of business transacted at the Exchange shall be certified by the bank on which they are drawn, unless otherwise arranged between the members concerned. "Cash delivery" shall mean delivery before the close of banking hours on the day on which the transaction takes place.JSE Rule Book 44of 131 November 2008 "Delayeddelivery"shallmeandeliveryonorbeforetheperiodspecifically mentioned in or indicated by the contract. Allcontractsinsecuritiesfallingduewhilethetransferbooksofsuchsecurities areclosedshallbecompletedontheopeningofthebooks,unlessotherwise arranged by the contracting parties. TheSELLERofsecuritiesisresponsibleforthegenuinenessandcomplete regularity thereof, and a security which is not valid or is not in proper negotiable form shall be replaced forthwith by one which is valid and is in proper negotiable form. 313Closing out Contracts If a member fails within the time provided by the Council of the Stock Exchange tocarryoutanExchangetransaction,thememberentitledtothecarryingout thereofmay,aftergivingtothememberindefaultnoticethereofinwriting specifyingthedetailsofthetransaction,notifytheSecretaryoftheExchangein writing to close out the transaction for his account, filing therewith a copy of the notice given to the member. Both notices must be given in writing by 3 o'clock in the afternoon of the business day prior to the day when the transaction is to be closed out.Ifthememberindefaultdoesnotwishtodisputetheclaim,hemay notwithstandingthenotificationtotheSecretarytocloseoutthetransaction, himself carry out the transaction provided he notifies the Secretary of his intention to do so before the Secretary has closed out the transaction. If the member in default wishes to dispute the claim, he shall before 10 o'clock in the morning on the day the transaction is to be closed out, file a dispute in writing withtheSecretaryoftheExchange,whoshallsubmitthesametothenext meeting of the Council of the Exchange. TheCouncilmayadjudicateonthematteranditsdecisionshallbefinaland binding on all parties. If the contract is closed out in accordance with the `buy in' notice or in accordance with the decision of the Council, the defaulting member shall be charged with any loss or shall receive any gain arising from such closing out. Such gain or loss shall be the difference between the total cost, or the net proceeds asthecasemaybe,ofthetransactionassoclosedoutandthetotalcostornet proceedsasmaybeappropriate,whichwouldhavebeenrealisedhadthe transaction been completed pursuant to the original contract.JSE Rule Book 45of 131 November 2008 314Ex-Dividends, Ex-Rights, etc. Transactionsinsharesshallbeex-dividends,ex-rightsorex-subscription privileges,asthecasemaybe,duringthetwo(2)businessdaysimmediately preceding the record date or the date of the closing of the transfer books therefore. JSE Rule Book 46of 131 November 2008 POSITION PUT-THROUGH TRANSACTIONS MAY BE DONE UNDER THE FOLLOWING CONDITION AS: I.AGENTII.PRINCIPAL BUYER III.PRINCIPAL SELLER (a)at BID price, with consent of Established Buyer; at OFFER price only, with consent of the Established Seller at BID price only, with consent of the Established Buyer. (b)at OFFER price, with consent of Established Seller

OR

A.Non-Established Buyer or Seller (c)at any INTERMEDIARY price, provided the difference between the bid and the ask does not exceed double the normal spread.

(a)at BID price (b)at OFFER price, with consent of the Established Seller, OR B.Established Buyer

(c)at any INTERMEDIARY price, provided the difference between the bid and the ask does not exceed the normal spread. at OFFER price only, with consent of the Established Seller at BID price only (a)at BID price with consent of the Established Buyer, (b)at OFFER price; C.Established Seller

(c)at any INTERMEDIARY price, provided the difference between the bid and the ask does not exceed the normal spread. at OFFER price only at BID price only, with consent of the Established Buyer Note: All transactions exceeding a board lot are subjected to interruptions from other floor members for up to 30% of the amount in excess. JSE Rule Book 47of 131 November 2008 Listed CompaniesGeneral Requirements for Listing401Listing at the Discretion of the CouncilThelistingofsecuritiesontheExchangeisintheabsolutediscretionofthe CounciloftheExchangewhomaydelegatesuchpowerstoadulyappointed committee.The Council recognises that extremely exceptional cases may occur and therefore reserves the right to consider each request for listing on its merits.402Minimum Issued Capital and Number of Share / StockholdersNorequestforlistingofacompany'ssecuritieswillnormallybeconsidered unless:

A.ThetotalISSUEDshareandloancapitalofthecompanyis$200,000or more; the share capital portion being not less than $100,000. B.Alloftheissueofthesecuritywhichisthesubjectoftherequestfor listing is to be issued and fully paid, at the date the application is received at the Exchange. (i)OrdinaryShares/Stock:Noapplicationforlistingofthisclassof security will be considered unless: (a)The issued nominal value is $100,000 or more; (b)EITHERthereisaminimumof100share/stockholders holdingintheirownrightnotlessthan20%oftheissued ordinarycapital(suchpercentagebeingnotlessthan $50,000 nominal value)excluding the holding(s) of one or morecontrollingshare/stockholder(s)ORthereare arrangementstheninplacewhichCouncilapprovesin writingaslikelytoresultinsuchminimumholding(asto number of holdersand their total holdings) being achieved bytheendofbusinessonthefirstdaythesecuritiesare listed. (ii)IrredeemablePreferenceSharesand/orPreferenceShares convertible into Ordinary Shares/Stock:

Noapplicationforlistingeitherclassofthesesecuritieswillbe consideredunlesstheissuednominalvalueis$100,000ormore. Wheretheapplicationisforacombinationofbothclassesof securities,andprovidedthatnooneclassisofanissuednominal JSE Rule Book 48of 131 November 2008 value of less than $50,000 the total issued nominal values may be aggregatedinmeetingtheminimumrequirementof$100,000of issued share capital. (iii)Redeemable Preference Shares and/or Debenture Stock. No application for listing of either class of these securities will be consideredunlesstheissuednominalvalueis$100,000ormore. Wheretheapplicationisforacombinationofbothclassesof securitiesandprovidedthatnooneclassisofanissuednominal value of less than $50,000, the total issued nominal values may be aggregated in meeting the minimum requirement of $100,000.403Methods of Issue A.Methods of Issue (i)Any company which is incorporated or registered and operating a businessinaCaricomcountry,mayapplytobelistedonthe Jamaica Stock Exchange, by any one of the following methods." (ii)"AnycompanywhichislistedonarecognisedStockExchange may apply to be listed on the Jamaica Stock Exchange, by any one of the following methods." (iii)"AnyincorporatedcompanywhichisregisteredinJamaicamay applytobelistedonTheJamaicaStockExchange,byanyoneof the following methods." PROSPECTUSISSUE:anoffertothepublicbyoronbehalfofacompanyata fixed price. OFFERFORSALE:anoffertothepublic,byoronbehalfofathirdpartyata fixed price.

OFFER BY TENDER: an offer to the public, byor on behalf of a company or a third party by tender. PLACING:anofferthroughstockbroker-membersoftheExchangetosellthe securities of a company to the public.

INTRODUCTION:Wherenoneofthecompany'ssecuritiesarebeingofferedto the public. NOTE: Companies desirous of having their securities listed by any of theJSE Rule Book 49of 131 November 2008 abovemethodsofissueshould,initially,makecontactwitha stockbroker/member of the Jamaica Stock Exchange. The following requirements apply to the following methods of issue: A.Prospectus Issue B.Offer for Sale C.Offer by Tender Prior to a request for listing by any of the above methods, ten (10) copies of the draft Prospectus, Statement in lieu of Prospectus or other document of offer should be forwarded to reach the Exchangeat least fourteen(14) days before the date set for publication. The draft `Prospectus', `Statement in lieu of Prospectus' or other document ofoffershallhavebeenpreparedforpurposesofconformingwiththe provisions of the Companies Act 1965 relative to the need for a Prospectus or Statement in lieu of Prospectus as the case may be, and should indicate that application for listing will be made to the Jamaica Stock Exchange. Publication: The approved Prospectus or Statement in lieu of Prospectus or other document of offer must be published in a daily newspaper at least seven (7) days [but preferably fourteen (14) days] before the list is opened forsubscriptionandsufficientcopiesmadeavailabletothepublicandto the Stock Exchange.

Details and Basis of Allotment: Within three (3) days after closing of the list,thecompanyshalldelivertotheStockExchangeasignedstatement setting out the details and basis of allotment. ListofAllottees:Withinten(10)daysafterallotmentalistofallottees must be forwarded to the Exchange.

RenunciationLetters/CertificatesofAllotment:Withinten(10)days aftertheclosingofthelist,renunciationletters/certificatesofallotment accompanied by refund of all monies received in excess of shares allotted, if any, must be forwarded to all allottees. Certificates toAllottees: Within thirty(30) days of date of expiration of renunciation, definitive certificates must be ready for delivery to allottees. Application for listing: Within fifteen (15) days after allotments a request forlistingmustbemadetotheCounciloftheStockExchange accompanied by:JSE Rule Book 50of 131 November 2008 (i)two(2)completedcopiesoftheformofApplicationforListing (Appendix 2). (ii)the initial fee for the listing in force at the date the application for listing is made (Appendix 6). (iii)two (2) completed copies of the Listing Agreement (Appendix 3).

(iv)acopyoftheMemorandumandArticlesofAssociationwitha copyforanyamendmentstheretoor,ifthesedocumentsareina language other than English, a certified translation thereof. (v)aspecimenofthesharecertificatenowinuseforeachclassof security to be listed. (vi)acertifiedcopyoftheresolutionofthedirectorsorshareholders authorising the application for listing. (vii)aletterfromthecompany'scounsel,lawyerorsolicitorcertifying thatthecompanyhasbeenlegallyandproperlyorganisedin accordance with the laws of Jamaica. (viii)a letter from the secretary of the company certifying that: (a)thesecuritiestobelistedhavebeendulyandproperly authorised and issued according to the law; (b)allcallsonthesecuritiestobelistedarefullypaidorthat otherwise the securities are fully paid and non-assessable. (ix)acurrentlistofshareholders,stockholdersanddebentureholders ofthecompanyshowingtheindividualholdingsofeachclassof share/stock/debentures issued and fully paid. (x)acopyoftheannualreportissuedtoshareholdersduringeachof thelastthree(3)yearsorlessthanthree(3)yearswhere applicable. (xi)if applicable, an auditedor unaudited copy of financial statements (including balance sheet, profit and loss or income and expenditure accountsinthecustomaryform)datedwithinninety(90)days fromthedateoftheapplicationforlisting.Ifunaudited,the financial statements must be certified to be trueand correct to the best of their knowledge and belief by two directors and one senior officer of the applicant company.JSE Rule Book 51of 131 November 2008 (xii)afulldescriptionoftheoperationwhichiscarriedonorwhichis proposed to be carried on by the company. (xiii)acopyofeveryProspectusorStatementinlieuofProspectusor other document of offerissued by thecompany or filed by it with theRegistrarofCompaniessincethe1stdayofJanuary1964, together with a copy of every document required by the Companies Act1965tobefiledwiththeProspectusorStatementinlieuof Prospectusorinrespectofwhichthecompanymuststateinthe Prospectus where they may be inspected. Where it is inconvenient or impractical to send any such document thenthecompanymuststatewheresuchdocumentmaybe inspected,andthatsuchdocumentisavailableforinspectionby anymemberofthepublicatreasonabletimesduringbusiness hours. The Stock Exchange or the Council of the Exchange as the case may be, shall decide what amounts to reasonable times. D.PlacingPrior to a request for listing by the method of "Placing" ten (10) copies of the draft Prospectus, Statement in lieu of Prospectus or other document of offershouldbeforwardedtoreachtheExchangeatleastfourteen(14) days before the date set for publication. The draft `Prospectus', `Statement in lieu of Prospectus' or other document ofoffershallhavebeenpreparedforpurposesofconformingwiththe provisions of the Companies Act 1965 relative to the need for a Prospectus or Statement in lieu of Prospectus as the case may be, and should indicate thattheapplicationforlistingwillbemadetotheJamaicaStock Exchange.

Publication: The approved Prospectus or Statement in lieu of Prospectus or other document of offer must be published in a daily newspaper at least seven (7) days [but preferably fourteen(14) days] before the list is opened for subscription and sufficient copies made available to the public and the Stock Exchange.

ListofAllottees:Withinten(10)daysafterallotmentalistofallottees must be forwarded to the Exchange. RenunciationLetters/CertificationofAllotment:Withinten(10)days aftertheclosingofthelist,renunciationletters/certificatesofallotment accompaniedbyrefundofallmoniesreceivedinexcessofshares/stock allotted, if any, must be forwarded to all allottees.JSE Rule Book 52of 131 November 2008 CertificatestoAllottees:Withinthirty(30)daysofdateofallotment, definitive certificates must be ready for delivery to allottees. ApplicationforListing:Withinfifteen(15)daysaftertheallotmenta requestforlistingmustbemadetotheCounciloftheStockExchange accompanied by: (i)two(2)completedcopiesoftheformofApplicationforListing (Appendix 2). (ii)the initial fee for listing in force at the date the application is made (Appendix 6). (iii)two (2) completed copies of the Listing Agreement (Appendix 3). (iv)acopyoftheMemorandumandArticlesofAssociationwitha copyofanyamendmentstheretoor,ifthesedocumentsareina language other than English, a certified translation thereof. (v)aspecimenofthecertificatenowinforceforeachclassof securities to be listed. (vi)acertifiedcopyoftheresolutionofthedirectorsorshareholders authorising the application for listing. (vii)aletterfromthecompany'scounsel,lawyerorsolicitorcertifying thatthecompanyhasbeenlegallyandproperlyorganisedin accordance with the laws of Jamaica. (viii)a letter from the secretary of the company certifying that: (a)the securities to be listed have been properly authorised and issued according to the law; (b)allcallsonthesecuritiestobelistedarefullypaidorthat otherwise the securities are fully paid and non-assessable. (ix)acurrentlistofshareholders,stockholdersanddebentureholders ofthecompanyshowingtheindividualholdingsofeachclassof shares/stock/debentures issued and fully paid. (x)acopyoftheannualreportissuedtoshareholdersd