Market Profiles

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For further information or support around accessing this market, please contact your RBC IS representative.

Oslo Børs 
Oslo Børs offers the only regulated markets for securities trading in Norway in the energy, shipping and seafood sectors. Oslo Børs joined the Euronext Group in June 2019.

Equity Market The Oslo Stock Exchange was established in 1819 and is the principal market for trading of shares, bonds and other financial instruments in Norway.

Norway has a relatively small securities market, with one stock exchange, the Oslo Børs.

Euronext and Oslo Børs trading system is called Optiq and is used for equities and fixed income markets. Equity and equity-related instruments are normally placed on the Norwegian market via IPO (Initial Public Offering). For the secondary market there are currently three main listing alternatives in Norway:

• Oslo Børs, intended for large companies with a significant shareholder base and ability to adhere to the comprehensive regulations and standards relating to reporting, accountability and transparency. Oslo Børs is regulated as stock exchange fully compliant with EU requirements. ·
• Euronext Expand is a fully regulated market with largely the same continuing obligations as those of issuers on Oslo Børs, but is deemed suitable for companies younger than three years old who seek the advantage of listing on a fully regulated market, but in a lighter manner.
• Euronext Growth is a multilateral trading facility (MTF) govern by EU legislation, but with lighter rules and regulations both in respect of listing requirements and continuing obligations. Euronext Growth is normally suited for small, young or growth companies and is often used as a stepping-stone for listing on Oslo Børs.

Fixed Income Market
The bond market is an organised market for issuing and trading bonds and can be divided into a primary and a secondary market. The primary market is a venue for participants needing long-term loans and investors seeking a vehicle for long-term saving. Bond issuers borrow money in the primary market by issuing bonds, which are bought by investors. The Norwegian bond market consists of bonds issued under Norwegian legislation. The central government is the largest single issuer in the Norwegian bond market. The bonds it issues are called government bonds. By comparison with other countries, the Norwegian government bond market is small. This is because the Norwegian government’s borrowing requirements are limited due to high petroleum revenues.

Euronext and Oslo Børs trading system is called Optiq and is used for equities and fixed income markets.

Omgeo CTM is Omgeo’s strategic platform for the central matching of fixed income and equity transactions to further streamline trade flows, decrease operational risk, and increase efficiency. Omgeo CTM processes both cross border and non- U.S. domestic trades, and offers exception only processing, real-time settlement instruction enrichment, and automated settlement notification to custodians and interested third parties.

ISIN (International Securities Identification Numbering): Yes

Other: None

The Royal Norwegian Ministry of Finance
The Ministry of Finance monitors and analyses economic trends in Norway and abroad, and gives advice in a number of areas of economic policy. The Ministry is responsible for tax policy both regarding economic analyses of the tax system and changes in tax law. The Ministry of Finance is responsible for the regulation and supervision of financial markets and financial institutions, private pension schemes, and rules and regulations for accounting and auditing. 

The Ministry of Finance is also responsible for the management of the Government Pension Fund. The Ministry is the central fiscal policy agent, and responsible for the preparation of the annual Central Government Budget Proposal, including counselling and coordination of other ministries' budgetary work.

The Financial Supervisory Authority of Norway (Finanstilsynet)
Supervision of the financial market. Finanstilsynet is an independent government agency that builds on laws and decisions emanating from the Parliament (Stortinget), the Government and the Ministry of Finance and on international standards for financial supervision and regulation.

Through its supervision of enterprises and markets, Finanstilsynet strives to promote financial stability and orderly market conditions and to instil confidence that financial contracts will be honoured and services performed as intended. In addition to its preventative work, Finanstilsynet maintains preparedness for dealing with concrete problems that may arise. Finanstilsynet's premise is that Norwegian enterprises must be afforded competitive conditions which all in all are in line with those enjoyed by institutions in other EEA member states.

Finanstilsynet is responsible for the supervision of banks, finance companies, mortgage companies, insurance companies, pension funds, investment firms, securities fund management and market conduct in the securities market, stock exchanges and authorised market places, settlement centres and securities registers, estate agencies, debt collection agencies, external accountants and auditors.

Norges Bank
The central bank of Norway, is a separate legal entity owned by the state of Norway. Norges Bank is responsible for Norway's monetary policy and has an overall responsibility for the stability of the payment system. All banks maintain an account at Norges Bank, and Norges Bank is responsible for the final settlement of payment transactions through its NBO payment system. 

Because of its responsibility for the stability of the payment system, Norges Bank has a supervisory role over the payment and clearing systems of banks. 

Norges Bank also acts as an agent to the Ministry of Finance for the issuance of government debt.

The tick size varies from NOK 0.01 to NOK 1.00 depending on size and liquidity of the shares

* Note: Negotiable between parties - to a minimum of T+0

EUR & NOK

The Norwegian Securities Dealers Association developed a trading board to centralise the buying and selling of unlisted companies.

The NOTC system is an information system for unlisted shares and must not be confused with a stock exchange. To put it briefly, the system functions by the securities dealers entering buy and sell interests in the system if they have customers who want to buy or sell shares in a company on the NOTC-list. Other securities dealers can see these interests on their computer monitors and can phone the securities dealer to agree on a possible transaction if they have a customer who has entered a reciprocal order. If the trade comes about, the buying securities dealer must register the transaction in the system. The highest buy interest (share price) and the lowest sell interest (share price) and the actual trading prices are published continuously while the system is open, i.e., between 09:00 and 16:30. Several distributors of information subscribe to the share price information, so that interested parties can monitor the development in the prices of unlisted shares throughout the day. In addition, closing prices are published in some newspapers and on www.vpff.no/en (at 16:30 every day).

Book-Entry: Clearing and settlement takes place three times during a twenty-four hour settlement period:

First Settlement Cycle:
06:00 Settlement cycle starts.
06:30 Bookkeeping finished
06:45 All processed messages and MT598 End of Settlement sent.

Second Settlement Cycle:
12:00 Settlement cycle starts.
All Settlement Instructions received before 12:00 will participate in the 2nd Settlement Cycle.
12:15 Bookkeeping finished
12:30 All processed messages and MT598 End of Settlement sent.

Third Settlement Cycle:
14:15. Settlement cycle starts.
All Settlement Instructions received before 14:15 will participate in the 3rd Settlement Cycle.
14:30 VPS starts the settlement.
14:50 Bookkeeping finished
15:05 All processed messages and MT598 End of Settlement sent.

Settlement and Swift Timeline

The Norwegian Parliament has passed changes to the Norwegian Securities Trading Act on naked short selling.

The new amendment entered into force on July 1, 2010 and extends the prohibition on naked short selling to apply to all types of investors, including private individuals, corporate entities and intermediaries. The prohibition applies to all investors equally, irrespective of their home state or country of origin.

The prohibition applies to all financial instruments listed on Norwegian regulated markets, including transferable securities, units in open-ended collective investment undertakings as well as money market instruments. Investors are not entitled to sell such instruments which they do not own, without having access to the relevant instrument in a manner which ensures delivery of the shorted instruments at settlement date.

In addition the Financial Supervisory Authority of Norway have been given authority to impose a temporary ban on all forms of short selling under market conditions where such transactions could disrupt the stability or integrity of the market.

Same day turnaround can be achieved in the market. Please note that there is no internal settlement, as all trades must settle at the CSD.

Central counterparty clearing (CCP)

LCH Limited (LCH), European Central Counterparty N.V. (EuroCCP) and SIX x-clear Ltd are the current CCP service providers in Norway. Equity instruments and derivatives traded on Euronext Oslo (Oslo Børs), are cleared through a CCP. Members must set up clearing arrangement in order to trade these products on the Oslo Børs marketplaces.

Euronext Securities Oslo, the Norwegian CSD, previously called Euronext VPS.

Verdipapirsentralen ASA (VPS) was incorporated in 1985 in connection with the introduction of electronic securities registration to replace physical securities in Norway.

Euronext Securities Oslo is the only central securities depository in Norway, and provides an efficient infrastructure and services for the settlement of transactions in securities and the registration of ownership rights over securities. The company offers registration for all the major types of financial instruments that are traded in Norway, namely shares, bonds, equity certificates, short-term bonds and funds.

Euronext Securities Oslo is not part of T2S.

BIS is an international organisation, which fosters cooperation among central banks and other agencies in pursuit of monetary and financial stability. The Committee on Payments and Market Infrastructures (CPMI) uses three common structural approaches, or models, to categorise the links between delivery and payment in a securities settlement system.

Netting is a process that delivers commercial benefits by facilitating better use of the available liquidity and hence reducing the overall level of risk. The VPS netting process is based on multilateral netting across all types of financial instruments, and is based on “BIS Model 2” for both monetary payments and financial instruments.

Book-Entry: An Act of the Norwegian Parliament related to Euronext Securities Oslo, requires all Oslo Børs listed securities to be registered in the computerised records of the depository. The majority of the most frequently traded, unlisted securities are also registered in the VPS system. The shareholders register maintained by VPS is considered the official registration record. Positions are updated by book-entry movements on settlement date. Transfer of ownership is automatically updated in connection with the transfer of shares in the VPS system.

Accounts can be in the name of the custodian in nominee accounts or segregated in the name of the beneficial owner or underlying client. The use of a nominee must be given prior approval by the FSAN. Where a nominee name is used, tax treaty benefits may be foregone unless a reduced withholding tax is applied for and approved by the tax authorities. Voting rights cannot be exercised on nominee accounts until the shares are registered in the name of the beneficial owner.

Physical: none

The share register is held and updated in the Euronext Securities Oslo. The registrar is a connecting link between the company and Euronext Securities Oslo.

The shareholders registry is automatically updated in the Euronext Securities Oslo.

Shareholdings in this market may be required to be disclosed by the beneficial owner, particularly when such shareholdings reach or exceed prescribed disclosure limits. Investors must ensure that they comply in full by reporting such holdings to the appropriate organisations for this market, within the timeframe required. If you have any questions regarding this issue we encourage you to consult your legal counsel.

Failure to comply with the reporting requirements in this market may lead to penalties and / or other sanctions.

The Norwegian Disclosure Obligations are provided in the Securities Trading Act of 1997 ("SAT"). In connection with the implementation of MIFID and Transparency directives, new regulations were implemented to the Securities Trading Act effective January 1, 2008. 

Disclosure thresholds
Disclosure is required upon crossing the following thresholds: 5%, 10%, 15%, 20%, 25%, 1/3, 50%, 2/3 and 90%.

Disclosure obligation is linked to the shareholder's proportion of the share capital, rights to shares and rights to shares carrying voting rights. 

Disclosure procedure
The disclosure obligation is met by notifying the company concerned. Under the Directive disclosure must also be sent to the competent authority in the company's home state. In Norway this is the Financial Supervisory Authority (Finanstilsynet), which currently has delegated this task to Oslo Børs. 

Disclosure notification should contain the following information:

• name of the person/party subject to the notification requirement
• background for the notification
• name of the issuer
• description of the financial instrument
• type of transaction
• timing and market for the transaction
• price and volume of the transaction and
• holding/rights after the transaction.

Please find attached the rules as stated in the Securities Trading Act section 4-2 and 4-3:

Allowed by law but is not market practice.

The following rules apply when SIX x-clear is the counterparty, they have the following rules: A Clearing Member which has not received full delivery within the 4th Clearing day (ISD+4) subsequent to the originally agreed settlement date (“S”), may on this day or any Clearing Day thereafter request SIX x-clear to initiate buy-in in accordance with the rules set out in section 7 of Appendix 7 to the General Terms. 

SIX x-clear may, at its own discretion, initiate buy-in under the same procedures in the event that a cleared settlement instruction has been deferred for more than 30 clearing days past S. SIX x-clear may also initiate buy in prior to this date if extraordinary market conditions or events, or other imperative reason requires it.

SIX x-clear will also impose late settlement fees and penalties. A fixed fee of NOK 300 applicavle to the first day of failure and a variable cost of the reference interest rate plus 100 basis points p.a. calculated daily, maximum NOK 4,000 per day.

Securities lending is permitted. VPS offers a voluntary lending pool scheme. VPS borrowing is currently restricted to brokers that are members of the Oslo Børs, however, anyone may lend to the pool.

None

Norway is a full member of the Financial Action Task Force on Money-Laundering. The Anti-Money Laundering law was altered with effect April 15, 2009 to comply with the new EU directive. The aim is to prevent and reveal transactions in connection with profit from criminal actions or in connection with terrorism. Main duties are to identify clients (KYC) and to report suspicious transactions to The Norwegian National Authority for Investigation and Prosecution of Economic and Environmental Crime (ØKOKRIM).

For clients serviced out of certain locations this is an FII market. Please refer to the Terms & Conditions for Global Custody or contact your RBC Investor Services' Client Manager before making portfolio investments.

For new investors:

• Account opening documents, including relevant legal documents and signature lists.
• Nominee license issued by the FSAN.

In compliance with EEA-directives regulating banks and insurance companies, certain minimum requirements regarding ownership control have been changed. Any person who intends to acquire a qualified holding in a financial institution must notify this to the competent authorities and obtain prior authorisation. A qualified holding is all holdings representing 10% or more of the capital or the votes in the institution. Further, persons who already hold a qualified holding must apply in advance before acquiring control of more than 20, 25, 33 or 50% of the capital or the votes in the institution. 

The competent authority may assess the application for three months. In this period, it is obliged to assess whether the acquirer is suitable to own the intended holding. It is proposed to establish guidelines in law regarding relevant considerations as regards the suitability of the owner.

Investors may be required to sell their holding in financial institutions exceeding a permitted threshold. In addition, they will not be able to exercise their rights, including the right to dividends, on the part of their holding which exceeds the permitted threshold. The FSAN may also impose fines.

Unless given authorisation no one can own more than 20% of the capital or votes in an exchange or depository.

In some instances corporate actions in the primary and secondary markets are subject to investor restrictions. These corporate actions limit the ability of investors from USA, Canada, Japan or Australia to subscribe for shares. These limitations are motivated by registration requirements or other security laws in the country of residency of the investor.

Only covered short sales are permitted.

Income, profits and capital can be freely repatriated.

There are no restrictions on foreign investors FX trading. The Norwegian Krone is fully convertible. In Norway, the NOK can be converted by domestic banks licensed by Norges Bank and branches of foreign credit institutions authorised by a country of the European Union (EU) or the European Economic Area (EEA) to engage in foreign exchange activities. For statistic purposes, domestic banks must report all currency transactions to the Central Bank of Norway.

The core of the Norwegian NOK payment infrastructure is the Norwegian central bank’s real time gross settlement system (RTGS) called NBO. The system handles high value payments, FX, monetary policy operations connected ancillary systems. However, not all banks hold an account in the NBO system and those who do not link up with a directly connected participant for access to the settlement infrastructure do their settlement through a bank which is a  direct participant in NBO. 

The connected ancillary systems are:

Continuously Linked Settlement (CLS): a multilateral system for FX transactions in presently 18 currencies. Al settlement is done in cycles between 7am – 12pm.

Norwegian Interbank Clearing System (NICS) is an interbank payment system that handles both retail payments such as giro, cheques, direct debits and credit transfers. Settlement cycles are at: 05:30am, 09:30am, 11:30am, 1:30pm and 3:30pm.

In addition, NICS acts as a routing mechanism for larger payments (from NOK 25 Mill) or express payments, which are routed, to NBO.

Scandinavian Cash Pool (SCP) is a collateral management system that allows for cross border intraday liquidity in Denmark, Norway and Sweden. Scandinavian Cash Pool was introduced in 2003.

VPO is a securities clearing and settlement system for trades in financial instruments in NOK. The system is part of VPS, the Norwegian central securities depository, part of VPS group. VPO clears and settles transactions from the stock market, fixed income securities etc.

EuroCCP and SIX x-clear AG act as central counterparties toward VPO.

A new instant payment infrastructure, BRO, which will cover both personal and corporate customers is expected to be launched end of 2018 or early 2019. This project is set on hold as the P27 project will cover BRO requirements.

For additional information, please refer to:
http://www.norges-bank.no/en/Liquidity-and-markets/Norges-Banks-settlement-system/
https://www.bits.no/en/nics/

Overdrafts are permitted provided that the client has an established credit limit and the overdraft does not exceed the limit.

Life cycle of dividends:

• The cash dividend is announced in connection with preliminary results for the previous year (maximum two months prior to AGM).
• The Annual General Meeting approves the dividend payment. Ex-date (AGM +1).
• Final entitlements are calculated on Record Date +3 days (after the entitlement correction period).
• Pre-advice of payment is sent one day prior to pay-date. The payment details are locked in the VPS (the Norwegian Central Securities Depository). Payment details are therefore final for the reported holding.

Foreign registered securities in the VPS may have exceptions to the normal routine of dividend payments. Foreign companies may quote dividends in foreign currency but will pay in NOK.

Norwegian companies usually pay annual dividends. Dividends are normally paid in April-June. Please note that foreign registered companies in the Norwegian market usually pay quarterly dividends.

Annual and semi-annual.

Most government bonds pay interest annually, whereas corporate bonds pay interest on a quarterly, semi-annual or annual basis. The interest entitlement is based on the settled position in the VPS system on record date. Record date is 15 calendar days prior to the payment date.

Redemption payments take place according to a schedule similar to the one described above for interest payments. However, it should be noted that the position to be redeemed is blocked in the VPS system five business days prior to the redemption date.

Early redemptions are based on the VPS system's drawing procedures. As bonds registered in the VPS do not have certificate numbers attached, drawings are based on denominations.

Effective March 18, 2015, VPS reduced the ex-interest period for bonds from 14 days to two days. All bonds which have interest term date on March 18, 2015 or later will be subject to an ex-interest period of two days.

Interest is calculated based on 360 days. In special cases calculated 365 days.

Corporate Actions are usually announced well before the effective date, however they must be announced at the latest three banking days after the ex-date. Information sources are the CSD, the Oslo Børs, the issuing companies and the local newspapers. Ex-date in the Norwegian market is the first business day following the last cum-date. Record date is the same date as the calculation date at the CSD, normally 2 days after ex-date. Definition of record date is Ex-date minus 1 plus 3 (normal settlement period). The ex-date is set by the issuing company in the terms and conditions of the issue.

Entitlements to rights are determined by the traded stock position at the close of business in the last cum-date and will be calculated on settled positions on record date. Subscription rights are normally credited at record date during the night and confirmed the following morning. The subscription period is set by the company and lasts normally for two weeks, traditionally the same period the subscription rights are traded. Deadline for instructions and to sell or purchase rights is according to notification.

Companies are allowed to insert a provision in their articles of association stating that the right to participate and vote at the general meeting can only be exercised if the ownership of shares has been registered in the shareholder register five days prior to the general meeting.

Since 1 July 2023 SRD II was implemented in Norway, removing the need to re-register shares to exercise voting rights.

Shares are not blocked but are re-registered into the name of the beneficial owner, as it is not allowed to vote from nominee accounts. Shares to be voted for cannot be traded, as the beneficial owner would then lose their voting rights.

Shares are transferred back from the voting account to the nominee account in the morning following the AGM/EGM.

Please note that new Norwegian regulations have opened up for companies to set a record date for general meetings. Companies need to vote to introduce a record-date for the following forthcoming meetings. Record Date will be five business days prior to the general meeting. The share register will be extracted in the morning four business days prior to the general meeting. Companies introducing a record date will only be registered in beneficial owners' accounts over the record date and can be freely traded after record date. 

Provided in English. Extraordinary general meetings must be announced at least 21 days in advance. An "intention to vote" must be received a maximum of five days in advance to facilitate share registration in the name of the beneficial owner.

Shareholders who wish to approach the company regarding additional items for the agenda must do so at least seven days before the deadline of the notice period. Reasoning for the proposal or proposed resolution must be included.

Outcomes of voted resolutions are supplied automatically when votes have been lodged. 

These are sent directly to all registered shareholders on request.

Since July 1, 2022, Power of Attorney was no longer required and the below entered into force:

1.  The nominee can cast votes in capacity as a shareholder and is no longer considered
   as a proxyholder
2. The Nominee will warrant for and is obliged to prove if requested that the nominee exercises the voting rights after explicit authorization and instruction from the owner of the share.

Clients should note that it is possible to vote in Greenlandic and Foroe Islands however a PoA is recommended and require to be dated and shall not be valid for longer than one year from the date of issue.

Ordinary shares and "A" shares carry full voting rights; "B" shares carry restricted voting rights.

PLCs are permitted to offer voting by ordinary or electronic mail and in advance of the meeting.

Foreign Investors are generally subject to 25% withholding tax at source if no tax treaty applies. The normal procedure is to register the correct tax rate in accordance with tax treaty and this is deducted at source. Recent tax reform in Norway will exempt EU Corporate Entities from withholding tax by allowing them to apply for a dividend withholding rate exemption with the tax authorities.
Tax Exemption can only be given after going through a formal tax reclaim procedure. The Central Office for Foreign Tax Affairs does not approve general applications for 0% tax. A proposal to reduce statue of limitation from three years to one year was passed in parliament in December 2010 and took effect from January 1, 2011. Based on this the Norwegian tax authorities (COFTA) have a legal right to practice a shorter SOL. However, COFTA have so far practiced the three year SOL but it is expected that the one yearStatute of Limitations shall be practised in due course, date not yet set.

Exceptions apply where the SOL is detailed in the DTA, for German residents the Statue of Limitation is four years, and for Netherlands and Austrian residents five years. The extended reclaim deadlines applicable for German, Dutch and Austrian residents/entities only applies for ordinary reclaims (DTA), and not for applications under the exempt model.

Tax reclaim documentation must be submitted to the tax authorities for approval.

Tax Exempt on Nominee Accounts

The Directorate of Taxes has assessed whether foreign nominees should be able to register foreign shareholders with zero per cent tax on nominee accounts. The directorate has reached the conclusion that this should be opened for given that certain criteria is fulfilled.

The model encompasses:

• Foreign entities that has been granted tax exempt based on application to the Tax Authorities may be registered with zero per cent tax on nominee accounts.
• Special investment vehicles, at the time being only Luxembourg SICAVs.
• The nominee must apply to the Tax Authorities to register accounts with zero per cent.

Effective January 1, 2017, standard tax reclaims can be sent for dividends paid up to 5 years (instead of 2 years) earlier. In 2017, standard tax reclaims can be made for dividend payments in 2012 and forward.

Foreign investors are exempt

Foreign investors are exempt

For a detailed and up-to-date list of tax treaties please see Ministry of Finance - Tax treaties

None

None

Norway Holiday Calendar

• Oslo Børs www.oslobors.no
• Oslo Axess www.oslobors.no
• Alternative Bond Market www.oslobors.no
• SIX x-clear www.six-securities-services.com/
• LCH Clearnet http://www.lch.com
• Central Bank of Norway www.norges-bank.no
• Ministry of Finance www.regjeringen.no/en/dep/fin
• Norwegian Central Securities Depository (Verdipapirsentralen) www.vps.no
• The Financial Supervisory Authority of Norway www.finanstilsynet.no
• The Norwegian Securities Dealers Association www.vpff.no/eng