IDSX Trading Suspension & Resumption Rules

1.1

These Rules establish when trading in securities admitted to the International Digital Securities Exchange (“IDSX” or the “Exchange”) may be temporarily halted or suspended, and the requirements for resumption.

1.2

The objectives are to maintain a fair, orderly and transparent market; prevent trading while material information is unavailable or materially incomplete; protect investors from disorderly or unreliable conditions; allow material operational, settlement or technical issues to be addressed; preserve the integrity of securities and digital securities records; and provide a transparent process for restoring trading when the relevant issue is resolved.

1.3

A Trading Suspension is a regulatory and market-integrity measure. It is not, by itself, a finding of misconduct by an issuer, participant or other person.

2.1

These Rules apply to all securities admitted to listing or trading on IDSX; Listed Issuers; Trading Participants; Brokers; Market Makers; Sponsors where relevant; settlement, custody or registry providers connected to IDSX; and any other person subject to the IDSX Rules where relevant to a suspension.

2.2

These Rules must be read with the IDSX Market Rules, Continuing Listing Obligations, Continuous Disclosure Rules, Corporate Actions Rules, Trading Rules, Market Manipulation and Prohibited Conduct Rules, Delisting and Termination of Listing Rules, and every other applicable IDSX Rule.

3.1

IDSX may use different forms of temporary trading restriction according to the circumstances.

3.2

A Trading Halt is generally a short-term interruption while a material announcement is prepared, information is clarified, an operational issue is assessed, an orderly market is restored or another temporary issue is resolved.

3.3

A Trading Suspension may be imposed where an issue is more serious or its duration uncertain, an issuer cannot satisfy a continuing listing requirement, a material operational or technical problem persists, ownership or settlement records cannot be relied upon, or continued trading is otherwise inappropriate.

3.4

IDSX determines whether a matter is treated as a Trading Halt or Trading Suspension.

3.5

In these Rules, “suspension” includes a Trading Halt where the context requires.

4.1

IDSX may suspend trading in any security where reasonably necessary to maintain a fair and orderly market; protect market integrity; prevent materially uninformed trading; address a material operational or technical failure; protect reliable settlement or ownership records; support compliance with law or regulatory requirements; or protect investors from material market disruption.

4.2

IDSX may act on its own initiative; at the Listed Issuer’s request; following information from a Trading Participant, Broker, Market Maker, Sponsor or service provider; following a direction or requirement of a competent regulatory authority; or following an event affecting IDSX or relevant market infrastructure.

5.1

A Listed Issuer may request a Trading Halt where it considers a temporary cessation necessary to maintain an orderly market.

5.2

The request should be submitted to IDSX as soon as reasonably practicable.

5.3

The request should state the reason; the material event or information concerned; why continued trading may be inappropriate; the expected duration; the announcement or action expected to resolve the issue; and any other information IDSX reasonably requires.

5.4

IDSX is not required to grant a Trading Halt merely because the issuer requests one.

5.5

IDSX may impose conditions or determine that a formal Trading Suspension is more appropriate.

6.1

IDSX may suspend trading where material information exists but has not been adequately disclosed to the market.

6.2

Circumstances may include an impending material announcement; a leak before formal disclosure; materially incomplete or inaccurate public information; conflicting market information; significant rumours that cannot reasonably be addressed while trading continues; or delay in preparing an announcement required by the Continuous Disclosure Rules.

6.3

A Listed Issuer must not use a Trading Halt as a substitute for its disclosure obligations.

6.4

The issuer must complete and publish required disclosure as soon as reasonably practicable.

7.1

IDSX may suspend trading where a Listed Issuer fails to disclose Material Information; correct materially inaccurate information; respond adequately to a disclosure enquiry; make complete disclosure; confirm whether material information exists; or otherwise materially comply with the Continuous Disclosure Rules.

7.2

Trading may remain suspended until IDSX is satisfied that the market has sufficient information for fair and orderly trading.

8.1

IDSX may suspend trading where a Listed Issuer fails to submit a financial or other periodic report required by the Periodic Reporting Rules.

8.2

Before suspending, IDSX may consider the delay and its reason; whether investors lack material financial information; whether an acceptable remediation timetable was provided; and whether continued trading remains fair and orderly.

8.3

A material or prolonged reporting failure may result in suspension until the outstanding requirement is met.

9.1

IDSX may suspend trading where a material question arises as to whether an issuer continues to satisfy the Continuing Listing Obligations.

9.2

Relevant circumstances may include cessation of substantive operations; material insolvency concerns; loss of a material regulatory licence; failure to maintain required public float, Sponsor or Market Maker; serious governance deficiencies; unreliable securities records; or another material failure affecting continued eligibility.

9.3

Suspension under this Rule does not automatically result in delisting.

9.4

If the issue cannot be remedied within an appropriate period, IDSX may commence procedures under the Delisting and Termination of Listing Rules.

10.1

IDSX may temporarily suspend trading where unusual or extreme conditions prevent a fair and orderly market.

10.2

Circumstances may include abnormal price movements or volumes; significant order-book disruption or extreme order imbalance; suspected erroneous trading; widespread market-data failure; significant uncertainty about displayed prices; or another cause of unreliable price formation.

10.3

Depending on the event’s nature and scale, IDSX may suspend one security, a class, multiple securities or the whole market.

11.1

IDSX may suspend trading where activity suggests orderly price formation may have been materially compromised.

11.2

Relevant circumstances may include suspected market manipulation, artificial price formation, coordinated abusive trading, false or misleading orders, wash trading, improper use of confidential information or other prohibited market conduct.

11.3

A suspension under this Rule is not a final determination that misconduct occurred.

11.4

IDSX may refer relevant matters to an appropriate regulatory or law-enforcement authority where required or appropriate.

12.1

IDSX may suspend trading where an operational failure materially affects normal market function.

12.2

This may include failure of the trading system, order routing, market data, Broker connectivity, settlement, registry, custody, identity or permission systems, or another critical service.

12.3

IDSX determines whether to suspend an affected security, participants, market segment or the market generally.

13.1

Where listed securities use distributed ledger technology, IDSX may suspend trading following a material digital securities incident.

13.2

Incidents may include unauthorised minting, duplicate tokens, unauthorised burning, a material mismatch between token supply and legally issued securities, loss of an administrative key, smart-contract compromise, network disruption, a chain reorganisation affecting ownership, bridge or interoperability failure, incorrect transfers, inability to establish valid ownership, or another material failure of digital securities infrastructure.

13.3

If ownership, quantity or settlement records cannot be reliably determined, IDSX may maintain suspension until reconciliation is complete.

14.1

IDSX may suspend trading where a smart contract for a listed security operates incorrectly, has a material vulnerability, permits unauthorised issuance, incorrectly restricts or permits transfers, cannot reliably process corporate actions, creates inconsistent ownership records, or otherwise creates material market-integrity risk.

14.2

IDSX may require an independent technical assessment before resumption.

15.1

IDSX may suspend trading where an underlying blockchain or ledger event creates material uncertainty about transaction finality, ownership, token balances, transaction ordering, settlement, network availability or securities-record validity.

15.2

Events may include a material chain fork, network outage, consensus failure, major protocol exploit, prolonged inability to finalise transactions or another material infrastructure event.

15.3

IDSX determines whether trading may continue by assessing the reliability of securities and settlement records, not solely whether the blockchain remains technically operational.

16.1

IDSX may suspend trading where a material discrepancy exists between the legal securities register, IDSX records, ledger records, Broker records, Custodian records or settlement records.

16.2

Where necessary, the issuer or service provider must complete reconciliation before resumption.

16.3

IDSX may require independent verification of reconciled records.

17.1

IDSX may suspend trading where a material failure affects normal transaction settlement.

17.2

Circumstances may include widespread settlement failure; failure of a designated system; inability to transfer securities or determine final settlement; failure of a required settlement asset, Custodian or settlement provider; or another event materially affecting trade completion.

17.3

An isolated settlement failure involving an individual participant does not necessarily require suspension of the security.

18.1

IDSX may temporarily suspend trading where necessary to implement a material corporate action accurately and orderly.

18.2

Examples include a merger or reconstruction; capital consolidation or major split; mandatory conversion or redemption; replacement of securities; token migration; material rights change; or another event requiring a temporary interruption.

18.3

Suspension should continue only for the period reasonably necessary to complete or stabilise the action.

19.1

IDSX may suspend trading where required or reasonably necessary to comply with applicable law, a court order, a competent authority’s direction, sanctions, insolvency proceedings, securities-law requirements or another binding restriction.

19.2

IDSX may also suspend trading where continued trading creates a material risk of breaching applicable law.

20.1

A Trading Halt is intended to be temporary.

20.2

Unless IDSX determines otherwise, it should remain only until an announcement is released, information clarified, the immediate operational issue resolved, or IDSX determines that a longer Trading Suspension is required.

20.3

IDSX may extend a Trading Halt where reasonably necessary.

21.1

A Trading Suspension may continue until IDSX is satisfied that its underlying circumstances are adequately resolved.

21.2

There is no automatic entitlement to resumption after a fixed period.

21.3

IDSX will periodically review material suspensions and may request updated information.

21.4

A prolonged suspension may lead to consideration of delisting under the Delisting and Termination of Listing Rules.

22.1

While suspended, new orders may not be entered unless IDSX permits; existing orders may be cancelled or handled under IDSX procedures; regular on-market execution will not occur; market data will identify the halt or suspension; and the issuer remains subject to continuing obligations.

22.2

Suspension does not cancel securities, extinguish ownership or shareholder rights, automatically cancel unsettled transactions, or automatically terminate the listing.

23.1

On a halt or suspension, IDSX may cancel or retain existing orders; permit cancellation but prohibit amendment; permit withdrawal; or apply another appropriate order-management procedure.

23.2

IDSX determines the procedure having regard to market fairness and expected duration.

24.1

A pre-suspension trade remains valid unless cancelled under the Trading Rules, caused by manifest error or material systems failure, legally prohibited from settlement, or cancelled as necessary under applicable Rules.

24.2

A Trading Suspension does not automatically reverse earlier trades.

25.1

A Listed Issuer remains subject to the Continuous Disclosure Rules while suspended.

25.2

Suspension does not relieve the issuer from disclosing Material Information.

25.3

IDSX may require periodic market updates during a prolonged suspension.

25.4

Updates may cover remediation progress, financial condition, material developments, regulatory developments and the expected resolution timetable.

26.1

Trading may resume when IDSX is satisfied that the cause has been adequately addressed; the market has sufficient information; reliable price formation can occur; securities records are accurate; settlement systems operate; material technical issues are resolved or controlled; required remediation conditions are met; and resumption is consistent with a fair and orderly market.

26.2

IDSX may require additional conditions before resumption.

27.1

Before resumption, IDSX may require a market announcement; updated financial information; confirmation of continuing eligibility; securities reconciliation and legal-ownership confirmation; independent assurance or audit; an independent technical assessment or smart-contract review; settlement-capability confirmation; Market Maker confirmation; or other information reasonably necessary for an orderly resumption.

28.1

Following a digital securities incident, IDSX may require confirmation that authorised token supply is correct; unauthorised tokens are identified and addressed; legal and digital records are reconciled; control keys are secure; smart contracts operate as intended; security reviews are complete; settlement is reliable; and investors received material incident information.

28.2

IDSX may require independent technical or professional verification before resumption.

29.1

IDSX determines the effective time for resumption.

29.2

Where appropriate, IDSX may announce the security, resumption date and time, any pre-opening or auction phase, temporary trading conditions and other information relevant to orderly resumption.

29.3

The issuer must not state publicly that trading will resume at a particular time unless IDSX has confirmed it.

30.1

IDSX may use a controlled reopening after a material suspension.

30.2

This may include a pre-open period, acceptance of orders without immediate execution, an opening auction, temporary price or volatility controls, or another orderly price-discovery mechanism.

30.3

The reopening method may vary with the security and reason for suspension.

31.1

IDSX may apply enhanced volatility controls after resumption.

31.2

If abnormal conditions arise, IDSX may impose another Trading Halt or Suspension where necessary.

32.1

IDSX may permit resumption subject to conditions.

32.2

Conditions may include temporary trading limits; enhanced disclosure or reporting; mandatory Market Maker support; order-type restrictions; transfer restrictions; enhanced monitoring; or another appropriate temporary measure.

32.3

IDSX may remove or modify conditions when they are no longer necessary.

33.1

For an extended suspension, IDSX may require regular updates on its cause, remediation, financial condition, business operations, material legal or regulatory matters, expected resumption timing and other relevant matters.

33.2

A prolonged suspension may trigger a formal review of the issuer’s listing suitability.

34.1

A Trading Suspension is not itself a delisting.

34.2

If an issuer cannot remedy the cause, no longer meets fundamental requirements, cannot support a fair and orderly market or reliable ownership records, ceases substantive operations, or otherwise becomes unsuitable, IDSX may commence delisting procedures.

34.3

Termination of listing follows the applicable delisting procedures and is not determined solely by the passage of time during suspension.

35.1

IDSX may suspend all or part of the market where a serious event affects market-wide operations.

35.2

Examples include failure of core infrastructure or market data; a cybersecurity or telecommunications incident; critical settlement failure; a major ledger event affecting several securities; natural disaster; regulatory or legal emergency; or another exceptional event affecting safe and orderly operation.

35.3

IDSX will seek to restore trading as soon as market integrity can be maintained.

36.1

Where immediate action is necessary, IDSX may impose a Trading Halt or Suspension without prior consultation.

36.2

IDSX will give notice as soon as reasonably practicable.

36.3

Emergency action may remain until IDSX has enough information to determine the next step.

37.1

A Listed Issuer and relevant market participants must reasonably cooperate with IDSX requests concerning a halt, suspension or resumption.

37.2

This includes providing information, records, explanations, technical information, reconciliation data, financial information, incident reports and other reasonably required information.

37.3

Failure to cooperate may itself breach the IDSX Rules.

38.1

IDSX exercises its powers having regard to market integrity, investor protection, fair access to information, reliable price formation, operational reliability, proportionality and fair and orderly operation.

38.2

IDSX may take different action in different circumstances where the facts reasonably justify it.

38.3

Suspension or resumption of one security creates no precedent requiring equivalent treatment of another.

39.1

IDSX may cooperate with relevant regulatory authorities on a halt, suspension or resumption.

39.2

Nothing in these Rules limits a competent regulatory authority’s powers under applicable law.

40.1

Terms defined in the IDSX Market Rules or other applicable IDSX Rules have the same meaning here unless context requires otherwise.

40.2

“Trading Halt” means a temporary interruption generally intended to address a short-term information, operational or market-integrity issue. “Trading Suspension” means a cessation imposed or approved by IDSX where trading should not continue until specified circumstances are addressed. “Resumption” means reopening after a Trading Halt or Trading Suspension. “Material Information” has the meaning given in the IDSX Continuous Disclosure Rules.

41.1

IDSX may amend these Rules in accordance with applicable law, regulatory requirements and IDSX rule amendment procedures.

41.2

IDSX may issue procedures, guidance or technical standards concerning the operation of Trading Halts, Trading Suspensions and resumptions.

International Digital Securities Exchange TRADING SUSPENSION & RESUMPTION RULES Draft for Regulatory Development