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Secondary Listing On SGX

The document outlines the criteria for a secondary listing on the Singapore Exchange (SGX). A company seeking a secondary listing must satisfy at least one of three quantitative criteria relating to profitability and market capitalization. It must also have at least 500 shareholders worldwide and meet SGX shareholding spread requirements. As a secondary listing, the company needs not comply with all of SGX's listing rules but has some continuing obligations such as releasing information in English. Accounting standards and independent director requirements are also addressed. A comparison is made between a secondary listing and dual primary listing, noting different compliance with listing rules and corporate governance standards between the two. Other considerations for a secondary listing include primary vs secondary status, liquidity, listing via introduction

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63 views

Secondary Listing On SGX

The document outlines the criteria for a secondary listing on the Singapore Exchange (SGX). A company seeking a secondary listing must satisfy at least one of three quantitative criteria relating to profitability and market capitalization. It must also have at least 500 shareholders worldwide and meet SGX shareholding spread requirements. As a secondary listing, the company needs not comply with all of SGX's listing rules but has some continuing obligations such as releasing information in English. Accounting standards and independent director requirements are also addressed. A comparison is made between a secondary listing and dual primary listing, noting different compliance with listing rules and corporate governance standards between the two. Other considerations for a secondary listing include primary vs secondary status, liquidity, listing via introduction

Uploaded by

adesuzuki18
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© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
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Section 4

Secondary Listing on SGX


Criteria For Secondary Listing On SGX
Minimal
Criteria for a secondary listing on SGX
additional requirements
▪ Require to at least satisfy one out of three quantitative criteria: ✓ Largely in line with IDX
Listing ‒ Criterion 1: Pre-tax profit of at least S$30m for latest year & operating track record of at least 3 years Main Board listing criteria
Criteria
‒ Criterion 2: Profitable in latest year, operating track record of at least 3 years & market cap of at least S$150m
‒ Criterion 3: Generated operating revenue in latest financial year & market cap of at least S$300m

✓ Companies listed on both


▪ At least 500 shareholders worldwide Main Board and
Shareholders ▪ Meet SGX shareholding spread requirements, depending on market capitalisation Development Board will
‒ Public float of at least 12% for market cap ≥ S$1 billion meet the shareholding
requirements

✓ Issuers are predominantly


▪ Issuers needs not comply with SGX’s listing rules, provided that it undertakes to: subject to the rules of its
‒ Release all information and documents in English to SGX at the same time as they are released to the home primary listing exchange
Continuing exchange; and minimal additional
Listing compliance obligations for
Requirements ‒ Inform SGX of any issue of additional securities in a class already listed on SGX and the decision of the home
exchange; and a secondary listing on the
SGX
‒ Comply with such other listing rules as may be applied by SGX from time to time (whether before or after listing)

✓ International accounting
Accounting ▪ Financial statements submitted with the listing application, and future periodic financial reports, need only be reconciled standards largely followed
Standards to FRS, or IFRS, or US GAAP by Indonesian companies

✓ DBS can help issuers


▪ Issuer will need to have at least two independent directors resident in Singapore
source for a suitable
Independent ▪ Waiver if: (i) qualify for listing under SGX Secondary Listings Framework; (ii) Appoint 2 authorized representatives who resident independent
Directors are readily contactable; and (iii) appoint at least 1 Singapore resident independent director or appoint a Singapore- director or authorised rep
based advisory firm in Singapore

Minimal additional requirements for companies who are interested in pursuing a secondary listing on SGX

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Dual Primary Listing Or Secondary Listing

The table below provides some key differences between dual primary listing & secondary listing

Dual Primary Listing Secondary Listing

Listing rules ▪ Issuer to comply with the stricter of requirements on home ▪ Predominantly subject to listing rules of the primary
exchange and SGX exchange
▪ Limited on-going requirements imposed by SGX

Corporate ▪ Required to have audit, remuneration and nominating ▪ At least 2 independent directors resident in Singapore
Governance committees
▪ Waiver if: (i) qualify for listing under SGX Secondary
▪ At least 1/3 of board to be independent & at least 2 Listings Framework; (ii) Appoint 2 authorized
independent directors resident in Singapore representatives who are readily contactable; and (iii)
appoint at least 1 Singapore resident independent director
or appoint a Singapore-based advisory firm

Companies will have to decide based on their objectives of seeking a listing on SGX (structuring & marketing considerations)

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Other Considerations For A Secondary Listing

1 Primary or secondary listing

2 Liquidity

3 Listing via introduction or with an offering

4 Fungibility of shares

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