SEHK Amends Listing Rules, Effective 5 August 2022
The SEHK (Stock Exchange of Hong Kong) has published an information paper outlining amendments to its listing rules to clarify the roles of intermediaries and set out the standards expected of them in bookbuilding and placing activities.
The amendments are a consequence of changes to the Code of Conduct in relation to bookbuilding, pricing, allocation and placing activities – which were finalised by the SFC (Securities and Futures Commission) in October and gazetted on 5 November 2021.
The SEHK's listing rule amendments reflect the new Code provisions, which are due to come into effect on 5 August 2022.
The key amendments to the listing rules include requirements for companies to engage an OC (overall coordinator) within two weeks from the submission of a listing application for an IPO.
For a main board IPOs, at least one sponsor-overall coordinator must be appointed at least two months before the submission of a listing application. The sponsor-overall coordinator would serve as the overall coordinator and sponsor at the same time.
New applicants must publish an announcement on SEHK's website (referred to as an OC Announcement) setting out the names of all OCs appointed on the same date as listing applications are filed. Subsequent OC Announcements must be published whenever there is an appointment of an additional OC or a termination of the engagement of an existing OC.
Intermediaries will be required to identify restricted investors (e.g. substantial shareholders, directors, employees of issuers) trying to subscribe to shares, and those which require SEHK's prior consent to subscribe. The listing rules require IPO applicants to assist intermediaries in identifying such persons.
The listing rules also require IPO applicants to disclose information on the fees payable to each overall coordinator, and the total fees payable to all syndicate capital market intermediaries, including the ratio of fixed vs discretionary fees.
SEHK has also set out transitional arrangements for new Main Board listing applicants in a set of FAQs.
Source: Regulation Asia
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