The home market: Moscow Exchange
The Moscow Exchange, supervised by the Bank of Russia, is the venue where most Russian IPOs take place. Its listing levels depend on the value of shares in free float, the size of the issuer and corporate governance; the exchange has revised the free float scale in 2026. For a Russian issuer, a domestic listing does not require a foreign holding and keeps the transaction within one legal system.
Russian law also restricts public offering and advertising of certain foreign financial instruments to non-qualified investors (Article 51.1 of Federal Law No. 39-FZ). This matters if a group lists abroad and later wants Russian retail investors to buy the same securities.
Foreign exchanges considered most often
The table lists venues that owners of Russian businesses ask about. It shows published admission requirements only and says nothing about whether a particular issuer would pass sanctions or compliance review, which each exchange and bank conducts on its own terms.
| Exchange | Where | Segment to start | What is required |
|---|---|---|---|
| DFM | Dubai (regulator CMA, formerly SCA) | Main Market; route for free zone companies | Main Market Category One: 100 shareholders, free float 20%, net equity at least paid-up capital. Foreign company: paid-up capital from AED 40 million, existing foreign listing (waivable), 2 years of audited accounts and profits, local representative. Free zone company: paid-up capital from AED 20 million, 2 years of audits, Listing Advisor for 1 year. |
| ADX | Abu Dhabi (regulator CMA, formerly SCA) | Main Market or Growth Market | First Category: 100 shareholders, free float 20%, profit in 2 of the last 3 years. Growth Market: direct listing of a private JSC with 2 years of audited accounts and no profit test. Foreign companies need an existing foreign listing and 2 years of profits. |
| HKEX | Hong Kong (regulators SFC and the Exchange) | Main Board | 3-year track record and one of three financial tests, for example profit of HKD 80 million over 3 years with market value from HKD 500 million; 25% public float for smaller issuers; 300 shareholders. Foreign companies are admitted if their home regulator cooperates with the SFC. |
| AIX | Astana, AIFC (regulator AFSA) | Main Market or REMS | Main: market value from USD 1 million, free float 10%, 3 years of accounts with one profitable year (waivable). REMS below USD 200 million: 1 year of accounts, no profit test. |
Typical structures and their limits
Groups that consider foreign venues usually discuss a holding company in a financial centre (ADGM, DIFC or AIFC) above the operating business, or a separate business line that already operates outside Russia and can be listed on its own. Onshore UAE exchanges have a specific route for free zone companies, and Nasdaq Dubai and AIX admit issuers from any jurisdiction.
A holding structure does not change the sanctions analysis. Exchanges, regulators, banks, auditors and depositaries look through the structure to ultimate beneficial owners, sources of funds and the location of assets and revenue. A route is realistic only if it passes these checks on the merits.
Mandatory checks
- Sanctions screening of the company, its shareholders, beneficial owners, directors and counterparties against the lists of every jurisdiction involved in the transaction: the exchange, the regulator, the banks, the currency of settlement and the investors.
- Russian rules on transactions with foreign persons, including any procedures for disposing of shares in Russian companies and for transferring funds abroad.
- Russian currency control and the repatriation requirements that may apply to IPO proceeds and dividends.
- Whether the business operates in a sector where Russian law restricts foreign ownership or requires government approval for a change of control.
- Tax consequences of moving shares into a foreign holding and of paying dividends across borders.
What owners usually decide first
- Whether a domestic listing on the Moscow Exchange meets the goal without a foreign structure.
- Which parts of the business, if any, operate independently outside Russia.
- Which advisers in each jurisdiction can take the mandate after their own compliance review.
- Which venue's admission rules fit the company's audit history, profits and size.