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438

In addition to the requirements for listing on Catalist, a mineral, oil and gas company applying for admission to the Official List must also meet the requirements set out in this Part of the Listing Manual.

Added on 1 February 20111 February 2011

439

The Exchange will normally not admit a listing applicant, whose activities consist solely of exploration for minerals, oil or gas, to Catalist unless the listing applicant is able to establish the existence of resources in a defined area, which is substantiated by the qualified person's report prepared by an independent qualified person. In complying with this Rule, the resource must be at least, in relation to minerals, categorised as an Inferred Resource and, in relation to oil and gas, as a Contingent Resource.

Added on 1 February 20111 February 2011 and amended on 23 August 201823 August 2018.

440 Additional Offer Document Requirements
(1) A listing applicant must disclose in its offer document the basis upon which it asserts the existence of any minerals, oil or gas in a defined area, in accordance with the requirements set out in Practice Note 4C.
(2) The listing applicant's sponsor must state the legal opinion obtained pursuant to Rule 225(1)(j)(i) and the legal advisor providing such opinion.

Added on 1 February 20111 February 2011 and amended on 23 August 201823 August 2018.

441 Qualified Person's Report
(1) The offer document must contain a qualified person's report prepared by an independent qualified person that is dated not more than 6 months before the date of lodgement of the offer document.

Added on 1 February 20111 February 2011 and amended on 23 August 201823 August 2018.

442 [Deleted]

Deleted on 23 August 201823 August 2018.

443 Period of Moratorium

Rule 422 will not apply to a promoter of a mineral, oil and gas company. Instead, the period of moratorium will apply to the promoter's entire shareholdings at listing for at least 12 months after listing, and no less than 50% of the original shareholding (adjusted for any bonus issue, subdivision or consolidation) for the next 6 months.

Added on 1 February 20111 February 2011 and amended on 7 February 20207 February 2020.

444 Working Capital

Rules 407(2) and 407(3) will not apply to mineral, oil and gas companies. A listing applicant must meet the following requirements instead:

(1) The listing applicant's directors must state, without making a profit forecast, that in their reasonable opinion, the working capital available to the listing applicant is sufficient for the present requirements and for at least 18 months after listing. Such working capital must include (i) operating, general and administrative and financing costs; (ii) property holding costs; and (iii) costs of any proposed exploration and / or development. Working capital shall be considered as the applicant's ability to access cash and other available liquid resources (including proceeds from the initial public offering and projected cashflows but excluding future borrowings / financing which have not been obtained) in order to meet its liabilities as they fall due. Where projected cashflows are relied upon, the sponsor must submit a confirmation to the Exchange that it is satisfied that the projections are prepared by the applicant's directors after due and careful enquiry. Proceeds from the initial public offering can be taken into consideration only if the invitation is fully underwritten. If the invitation is not underwritten but the listing is subject to a specified minimum amount to be raised from the invitation, the proceeds taken into consideration shall be limited to the minimum amount to be raised.
(2) In addition to the statement by the listing applicant's directors required by Rule 444(1), the listing applicant's sponsor must state, without requiring a profit forecast, that in its reasonable opinion, the working capital available to the listing applicant is sufficient for the present requirements and for at least 18 months after listing. Such working capital must include (i) operating, general and administrative and financing costs; (ii) property holding costs; and (iii) costs of any proposed exploration and / or development. Working capital shall be considered as the applicant's ability to access cash and other available liquid resources (including proceeds from the initial public offering and projected cashflows but excluding future borrowings / financing which have not been obtained) in order to meet its liabilities as they fall due. Where projected cashflows are relied upon, the sponsor must submit a confirmation to the Exchange that it is satisfied that the projections are prepared by the applicant's directors after due and careful enquiry. Proceeds from the initial public offering can be taken into consideration only if the invitation is fully underwritten. If the invitation is not underwritten but the listing is subject to a specified minimum amount to be raised from the invitation, the proceeds taken into consideration shall be limited to the minimum amount to be raised.

Added on 1 February 20111 February 2011 and amended on 27 September 201327 September 2013.