Key amendments are: -
1 CLRFC Recommendations
Debt Securities: Listing Rule 308 is amended to require the appointment of trustee for debt securities listed on SGX and a confirmation from the directors that a suitable trustee has been appointed.
Structured Warrants: Listing Rule 505 is amended to require price and volume information, and financial and price-sensitive information to be readily available to investors in Singapore if the underlying securities are listed on another exchange.
2 Initial Public Offering
Financial Position: Listing Rule 210(4)(a) is amended to require an applicant seeking a listing on the Exchange to be in a healthy financial position, having regard to whether the group has a positive cash flow from operating activities. Currently, the rule requires that the group has no shortfall in working capital.
3 Reverse Takeover
The amendments serve to make the listing criteria for reverse takeovers consistent with those for initial listings.
Listing Criteria for Mainboard issuers
Listing Rule 210(7), which requires the Articles of Association for an initial listing to meet certain standards, is now included as a requirement for listings through reverse takeover. Listing Rule 1015(3)(a) is amended to exclude the market capitalization criterion for a reverse takeover as the valuation of assets to be injected into the listed entity is difficult to establish objectively.
Listing Criteria for Sesdaq issuers
Listing Rule 1015(3)(b) is amended to require the enlarged group to meet the listing criteria for a Sesdaq issuer (as set out in Rule 211) instead of requiring a minimum profit for the latest two years.
4 Simplification Of Format for Quarterly Results
Appendix 7.2 of the Listing Manual is amended to simplify the format for reporting of quarterly results.
5 General Mandate for Interested Person Transactions
Listing Rule 920(1) is amended to remove the requirement for an opinion from an independent financial adviser for the renewal of a general mandate for recurrent interested person transactions if the audit committee confirms that the methods or procedures for determining the transaction prices have not changed and are sufficient to ensure that the transactions will be carried out on normal commercial terms and will not be prejudicial to the interests of the issuer and its minority shareholders
A complete list of the listing rule amendments can be accessed from SGX's website at www.sgx.com or here:
Listing rule amendments
Notes
Company Legislation and Regulatory Framework Committee ("CLRFC")
The Company Legislation and Regulatory Framework Committee ("CLRFC") was appointed by the Ministry of Finance, the Attorney-General's Chambers and the Monetary Authority of Singapore in December 1999. The terms of reference were "to undertake a comprehensive and coherent review of our company law and regulatory framework and recommend a modern company law and regulatory framework for Singapore which accords with global standards and which will promote a competitive economy". Please visit the Ministry of Finance website at http://app.mof.gov.sg/index.asp for more information.
