The process of listing a company on the BSE begins with appointing a Sponsoring Broker from one of the licensed brokers. All submissions and applications to the BSE for a listing are submitted through a Sponsoring Broker. The Sponsoring Broker also assists the applicant with assembling a team of advisors who will be involved in the process of listing and these include:

• Lawyers;
• Reporting accountants;
• Corporate finance experts;
• Auditors and
• Transfer Secretaries.

A simplified depiction of the submission and approval process is illustrated below;

• Issuer meets with and appoints a Sponsoring Broker to advise on the listing process and appoint advisers.
• Issuer makes first submission to the BSE, through the Sponsoring Broker. BSE evaluates the submission and responds within 5 working days. If there are amendments to be made to first submission, the Issuer is required to resubmit the application with amendments. Again, the BSE responds within 5 working days from the date of each re-submission.
• This submission and evaluation process is repeated until the submission is compliant with the BSE Listings Requirements.
• Once the submission is fully compliant, Issuer submits the final documents for formal consideration. BSE responds within 2 working days of the submission with formal approval.
• BSE Main Committee’s provisional approval is obtained. A provisional listing approval is a “green light” for the applicant to commence the offer process while working towards satisfying conditional requirements, if any, in order to earn a permanent listing. The additional requirements are the submission of Part II and Part III documents, which will be explained below.
• After a provisional approval of listing has been granted, the applicant is expected to adhere to the time table of events which are outlined in the BSE Listings Requirements.
• The Issuer is required to maintain compliance with the BSE Listings Requirements on an on-going basis once listed.

• Formal application for listing complying with Schedule 1.
• An explanation on the required spread of shareholders.
• A certificate by the company’s experts that the pre listing statement published was in accordance with the signed pre-listing statement approved by the Committee.
• A notarially certified copy of any Prospectus or Pre Listing Statement.
• A notarially certified copy of the Constitution.
• A notarially certified copy of certificate of incorporation.
• A certificate from the company’s attorneys stating that the requirements of the Act have been complied with.
• Accountant’s statement validating the contents of the Pre-Listing Statement.
• The underwriting agreement.
• Evidence that the underwriter is able to meet the commitments in terms of the underwriting agreement.
• A list of shareholders and an analysis of shareholders.
• The number of securities offered.
• The number of securities offered as preferential right to any other persons.
• The minimum subscription (if any) in terms of the Pre-Listing Statement /Prospectus.
• The debentures trust deed, if debentures are to be listed.
• A statement whether the Company’s securities are listed on any exchange outside Botswana.
• List of other companies that of which the directors of the applicant are also directors and the nature of business conducted by such companies.
• General undertaking by the company in the form of a resolution of the board of Directors, certified by the chairman complying with Schedule 7.
• A statutory declaration complying with Schedule 8.
• A copy of every Prospectus or statement in lieu of a Prospectus issued during the past three years.
• Copy of any experts’ consents appearing in the Pre-Listing Statement/Prospectus.
• A statement by the Company Secretary stating the registered address and post office box of the applicant and the transfer office.
• A statement by the Company Secretary stating the approximate date of dividend declarations date of closing of transfer registers and date of payment of dividends.
• Cheque in payment of the listing fee as per 17.1.
• Details of any dividend recommended or declared, but not yet paid at the date of application.
• Application for mechanical signatures on certificates of title complying with Schedule 9.
• A certified copy of the share register (for an Introduction).
• 30% of the securities must be offered to the sponsoring broker, who must in turn offer some portion to other broking members (for Placings).
• Draft Timetable signed by Transfer Secretary and CSDB.

• A certificate signed by the auditors, certifying that the capital and premium thereon, if any, issued since the date of the last annual financial statements presented to shareholders, or if no annual general meeting has yet been held, since the date of incorporation of the company have been subscribed and deposited, for the company’s account, with the company’s bankers;
• An audited list of share and/or debenture holders as at the date listing was granted;
• A statement detailing:

• The number of securities applied for by the public;
• The number of securities allotted and the basis of allotment; and
• The number of securities taken up by any underwriter, sub-underwriter or placee;

• An analysis of securities held by shareholders including:

• the number of shareholders in Botswana and total number of securities held exclusive of those referred to in (iii) and (iv) below;
• the number of shareholders other than in Botswana and total number of securities held exclusive of those referred to in (iii) and (iv) below;
• the number of shareholders who are employees and are beneficiaries of any trust or scheme for their benefit, and the total number of securities held by them;
• details of securities held by the directors and any controlling shareholder and any associate of such director and controlling shareholder, and any associates of the company. Also the securities held by the vendor/s, promoter/s and underwriter/s; and
• the combined total.