VANESSA NG MAGGIE MA JI YING YI SIOW
Director Senior Associate Associate
Corporate Practice Corporate Practice Corporate Practice
T: (65) 6645 4506 T: (65) 6645 4508 T: (65) 6645 4510
vanessa.ng@fortislaw.com.sg maggie.ma@fortislaw.com.sg yingyi.siow@fortislaw.com.sg
Singapore Exchange Limited (“SGX”) announced on 25 April 2016 that it had entered into a memorandum of understanding with China Construction Bank (“CCB”), one of the largest banks in the world and an SGX-accredited issue manager, to encourage China incorporated companies to undertake fundraising activities in Singapore. The collaboration aims to promote the listing of Chinese companies in Singapore through SGX’s Direct Listing Framework (“DLF”) arrangement, and is also demonstrative of SGX’s continued commitment to improving Chinese access to Singapore’s capital market. The DLF was introduced by SGX and the China Securities Regulatory Commission (“CSRC”) in 2013 to facilitate the direct listing of China incorporated companies on the SGX Mainboard. Non-China incorporated companies with assets and business in China may continue to apply for a listing on SGX if they comply with all the relevant laws and regulations in China and Singapore, and all such rules and standards have been complied with to the satisfaction of the professionals. A brief summary of the DLF process is as follows:
1. Pre-consultation with SGX to identify and resolve any potential “deal breaker” issues
2. Submission of the application documents listed in the “Guidelines for Supervising the Application Documents and Examination Procedures for the Overseas Stock Issuance and Listing of Joint Stock Companies” (关于股份有限公司境外发行股票和上市申报文件及审核程序的监管指引) to the CSRC
3. Issue of the acceptance notice by the CSRC for the examination of the application documents
4. Submission of the listing application to SGX after receipt of the acceptance notice from the CSRC
5. Issue of the administrative licensing approval by the CSRC upon satisfactory review
6. Issue of the conditional eligible-to-list by SGX upon satisfaction that the company has complied with all relevant laws and regulations in China and Singapore
7. Lodgement of the preliminary prospectus with the Monetary Authority of Singapore (“MAS”)
8. Registration of the final prospectus by MAS and launch of the initial public offering 9. Listing of the company on SGX
With more than 40% of companies listed on SGX originating from outside of Singapore, SGX has long been established as an attractive platform for companies seeking access to global capital. According to May 2016 market statistics released by SGX, SGX boasts a total of 766 listed companies, with a combined market capitalisation value of S$894.7 billion. There are to date, 120 Chinese companies listed on SGX.
For more information on the above, please refer to SGX’s website at http:// www.sgx.com, or contact Vanessa Ng at vanessa.ng@fortislaw.com.sg or +65 6645 4506.