What do you mean by indirect interest?
This is a question I often get when seeking information from directors and key senior management on their shareholding to be disclosed in prospectus. The following are situations I usually encounter where a person is deemed to have indirect interest in shares: – A director of a company is deemed …
IPO in the era of COVID-19
Companies which intend to undertake IPO during the COVID-19 pandemic may need to disclose the impact of COVID-19 on their business and operations in prospectus. Some of the additional disclosure in prospectus during the COVID-19 pandemic may include: – whether the pandemic and the movement control order (MCO) imposed by …
Regulatory changes for ACE Market IPO
Bursa Malaysia Securities Berhad (“Bursa Securities”) has assumed the functions of prospectus review and registration in respect of ACE Market initial public offering (“IPO”) and listing from the Securities Commission Malaysia (“SC”) since 1 January 2022. The following laws and guidelines have been amended to facilitate the migration of the …
IPO: Time required to assess independent directors
A company which intends to undertake IPO should start identifying candidates for independent directors as soon as possible. The definition of “independent director”, read together with the relevant Practice Note/Guidance Note in the Listing Requirements, provides a non-exhaustive list of what an independent director should not be. If a person …
Preparation for IPO
It is never too early for a company which intends to undertake an IPO to ensure that it complies with all applicable laws. Under the Prospectus Guidelines, a company seeking for listing must disclose any non-compliance of the relevant laws, regulations, rules or requirements governing the conduct of the group’s …
Pre-IPO restructuring: Declaration of director’s interest
Prior to an IPO, it is common for promoters of IPO to restructure the assets, business or corporate structure of the group of companies undertaking the IPO i.e. the listing group. The promoters are usually the owners of the assets and business as well as the shareholders and directors of …
Company to prepare for IPO
The following are some of the steps a company preparing for an initial public offering (“IPO“) needs to take: Get banks’ consent if there is any declaration of dividend prior to the IPO by the borrower company which is part of the listing group and there is covenant to obtain …
IPO: Managing responsibilities within the company
An initial public offering (“IPO”) is a major corporate exercise which requires commitment from all parties involved. To ensure the IPO proceeds smoothly, a company seeking for listing may consider: 1. Identify the relevant persons within the company who are responsible for providing information relating to legal, secretarial, financial, accounting …
IPO: Consent for disclosure of material contracts
The Prospectus Guidelines have been amended recently with the amendments to take effect from 1 January 2021. The existing paragraph 1.08(g) of Part III: Procedures for Registration has been amended to clarify that certified true copies of all material contracts, regardless whether the contracts are in the corporation’s ordinary course …
Related party transaction: What is “interest”?
For those who have the experience of decoding the definition of “related party transaction” in the Listing Requirements, the term may seem like pieces of jigsaw puzzle to be put together. Under the Main Market Listing Requirements (“MMLR”) and ACE Market Listing Requirements (“AMLR”), “related party transaction” means a transaction …