3 Overview Of Singapore Exchange We undertook a study since last year to review the competitiveness of our securities markets.The objective was to grow quality listings on Mainboard and SESDAQ.
4 Market Performance …. strong long term growth Annual Trading Volume (bn units)Straits Times Index (STI)
5 An International Exchange …. sizeable segment of foreign companiesNo. of ListedCompanies – 760Market Capitalisation- US$508 bnUS$172 bn293467US$336 bnNote: Figures above exclude 18 foreign companies which are secondary listed with secondary trading on SGX and 9 GDRs updated as at end-April 2008
6 Established Market …. spans across the whole spectrum of industries Note: Figures above exclude 18 foreign companies which are secondary listed with inactive trading and 9 GDRs on SGX as at end-April 2008
7 Diversity of Foreign Companies … wide range of industriesBreakdown by NumberBreakdown by Market CapitalisationNote: Figures above exclude 18 foreign companies which are secondary listed with secondary trading on SGX and 9 GDRs updated as at end-April 2008
8 Diversity of Foreign Companies … different geographical regionsCountry of OriginNote: Figures above exclude 18 foreign companies which are secondary listed with inactive trading and 9 GDRs on SGX as at end-April 2008
9 Sarin Technology Listed on SGX Mainboard on 8 April 2005 Issue Manager United Overseas BankRecent AnnouncementRecord quarterly revenues of US$10.6M in Q1,2008& acquisition of Galatea1796642Sarin Technology Ltd is involved in the development, manufacture and sale of precision technology products that use three-dimensional geometric measurement (metrology) for the processing of diamonds and gems.14.4m0.1m
10 Some of Our Foreign Listings …. ranges from mid to large sizeCompanyOriginSectorMarket Cap (US$ bn)Jardine (6 companies)Hong KongConglomerate46.5WilmarMalaysiaPalm Oil21.6Cosco CorporationPRCShipping5.2Thai BeverageThailandFood & Beverage5.1Noble GroupHong KongTrading4.4YanlordPRCProperty3.1Total Access CommunicationsThailandTelecommunications2.6PT Berlian Laju TankersIndonesiaShipping1.0TPV TechnologyTaiwanElectronics1.0
11 Growth of Our Foreign Listings …. outpacing growth of domestic listings***Foreign companies are well-received by investors hereNote: * Includes 3 Reverse Takeovers** Includes 4 Reverse Takeovers, but excludes 7 GDRs***Includes 3 Reverse Takeover but exclude 2 GDR
12 Liquidity of Foreign Companies …. well-monitored by investorsNote: Statistical information updated as at end April 2008
13 IPO Funds Raised …. growing significantly US$ mn 5,701* 5,310 3,915 2,1482,0001,0931,074627256Notes: * Includes funds raised by Reverse TakeoversStatistical information updated as at end April 2008
14 Active Secondary Fund Raising …. continual funding for growthNote: Statistical information updated as at end April 2008
15 Diversified Product Range …. to suit each funding and investment needEquities / Equity optionsGlobal Depository ReceiptsReal Estate Investment Trusts (REITs)Business TrustsInvestment Funds / Exchange Traded Funds (ETFs)Bonds /Debentures
16 Post-IPO Support …. extending beyond the initial listing stage Facilitate regular interaction with analystsMonthly sessionsProfile to institutional investorsOverseas roadshows (eg. Japan, Europe, U.S.A.)Investor Relations Professionals Association Singapore (IRPAS)Promotes IR best practices in Singapore with over 160 membersEnsure research coveragePioneering an exchange-subsidized research schemeEach listed company covered by 2 research firmsDownloadable research reports on SGX’s website(50,000 average monthly downloads by 35,000 users)
17 SGX’s Securities Market Platforms We undertook a study since last year to review the competitiveness of our securities markets.The objective was to grow quality listings on Mainboard and SESDAQ.
18 SGX’s Securities Market Platforms MAINBOARDCATALISTExchange-regulated& supervisedExchange-regulated,Sponsor-supervisedRegulatory ApproachTargetCompaniesEstablished CompaniesFast-Growing CompaniesIPO Review & Post-IPO SupervisionExchangeSponsorsEstablished brandingAccess to a wider range of institutional investorsMore product typesFaster time to marketEasier corporate actionsKeyBenefits
19 Mainboard Listing Requirements …. 3 alternative routesAlternative 1Alternative 2Alternative 3Pre-Tax ProfitS$7.5M over 3 yrs;At least S$1Meach yrS$10M in 1 or 2 yrsNilMarket CapNilS$80MPublic FloatCompanies with market cap <S$300M – 25% public floatCompanies with market cap >S$300M – 12-25% public floatAt least 1000 shareholdersOthers- Accounting Standards: US GAAP / IFRS / Singapore-FRS- Choice of reporting currency – USD, HKD etc- Choice of domicile- Independent directors
20 Catalist - Our Latest Offering We undertook a study since last year to review the competitiveness of our securities markets.The objective was to grow quality listings on Mainboard and SESDAQ.
21 Catalist - Transformed From SESDAQ 1. Supervision of companies to be undertaken by approved Sponsors.2. SGX does not directly supervise companies, but retains power to discipline & ultimate accountability.3. Sponsors are accountable:Regulation by ExchangeMarket reputation at stakeCommercial obligations to issuersLegal/professional liabilities (SFA/R)
23 Key Advantage: Shorter Listing Process Catalist process ≈ 5 – 6 weeksmonths2 weeks2 weeks1 – 2 weeksPreparation to applyNotification to SGXPublic Exposure on Catalist WebsiteLodgment & LaunchTrading CommencesMainboard process ≈ 12 – 18 weeksmonths8 – 12 weeks3 weeks1 – 2 weeksTrading CommencesPreparation to applySGXReviewPublic Exposure on MAS WebsiteRegistration & Launch
24 Key Advantage: Easier Corporate Actions CatalistMAINBOARDAnnual Mandate to Issue New SharesNon pro-rata: 20%Pro-rata: 50%Non pro-rata: 50% to 100%*Pro-rata: 100%Shareholder Approval for Acquisitions & DisposalsThresholds at 20% of various criteriaAcquisition threshold at 75% or fundamental change in businessDisposal threshold at 50% or fundamental change in businessNote: Criteria are based on net asset value; net profits attributable; aggregate value compared with market cap; no. of equity securities issued.* 50% limit by ordinary resolution; 100% limit by special resolution
25 Companies’ Admission Requirements Sponsor to assess suitability to listNo quantitative entry criteria set by SGX – Sponsors will use their own in-house deal selection criteriaOffer Document with 12-month working cap statementNo review by SGXSame disclosure/liability as prospectusLodged on Catalodge websiteRestrictions to secure commitment of promoters* & pre-IPO investors2 Independent Directors1 resident for foreign companiesShareholding spread of 15%, 200 shareholdersThis is a summary only, details of the requirements are in the rules.*“Promoters” are controlling shareholders & their associates and executive directors with 5% of share cap at time of listing. If they hold more than 50% at IPO, they may sell but must retain 50%. If they hold less than 50% at IPO, they may not sell any. After IPO, promoter and pre-IPO investors are subject to moratorium periods.
26 Companies’ Continuing Requirements Continual sponsorship at all times*No review of circulars by SGXHigher mandate for new issuanceHigher thresholds for major transactionsCorporate governance guidelines (comply or explain)Disclosure of material informationHalf-yearly/quarterly reportingInterested Persons TransactionsShareholder spread of 10%This is a summary only, details of the requirements are in the rules.* Full Sponsor that brings an IPO to market must continually sponsor the company for at least 3 years after IPO.
27 Transfers Between Boards Apply for transferMeet entry criteria (profit)Be listed for 2 yearsMeet spread & shareholder requirementWith offer: OIS (on OPERA)Without offer: Shareholder circularUndergo review by SGXShareholder approval (special reso)MAINBOARDExchange-SupervisedSponsor- SupervisedApply for transferMust not be a Mainboard watchlist companyFind Sponsor (decides suitability)Meet spread & shareholder requiremtShareholder approval (special reso)No offer at point of transfer
28 Exchange Fees MAINBOARD Catalist Initial Fee Minimum S$50,000 S$30,000 MaximumS$200,000S$100,000Variable Rate*S$100 / milAnnual FeeS$25,000S$15,000S$25 / milNote: Other listings expenses include professional fees for Sponsors, lawyers and auditors. For more information, please consult a Sponsor.* Fees are based on market cap of the listed company. For example:-For company with market cap of S$100M, initial fees = S$30,000For company with market cap of S$500M, initial fees = S$50,000
29 For more information, please visit www. sgx. com & www. sgxcatalist For more information, please visit & Contact: Tel: Melissa Tan (T: ) Lily Chia (T: ) Thank YouWe undertook a study since last year to review the competitiveness of our securities markets.The objective was to grow quality listings on Mainboard and SESDAQ.While care has been taken to ensure the accuracy of the information in this document, SGX and its affiliates make no warranty as to the accuracy, completeness, merchantability or fitness for any purpose, of the information contained in this document or as to the results obtained by any person from the use of any information or investment product mentioned in this document. SGX reserves the right to make changes to such information from time to time. Any change, omission or error in such information, shall not form the basis for any claim, demand or cause of action against SGX or any of its affiliates and SGX and its affiliates expressly disclaim liability for the same.