Past version: Effective from 29 Sep 2011 to 06 Feb 2020
Part I Confirmation (Lodgement)
Please provide the following statements of confirmation.
1. We confirm that:
(a) We have given written consent to being named as sponsor and issue manager in the preliminary offer document, and a statement of such consent appears in the preliminary offer document.
(b) Each issue manager and underwriter named in the preliminary offer document has given his written consent to being named, and a statement of such consent appears in the preliminary offer document.
(c) Where the preliminary offer document contains a statement purporting to be made by, or based on a statement made by, an expert, the expert has given his written consent to the issue of such statement, and a statement of his consent appears in the preliminary offer document.
(d) The written consents referred to in paragraphs 1(a), (b) and (c) above have been lodged with the Exchange.
(e) The preliminary offer document has been signed in accordance with section 240(4A) of the SFA.
(f) The issuer's undertaking not to make an exempt offer made under Regulation 10 of the Securities and Futures (Offers of Investments) (Shares and Debentures) Regulations 2005 has been submitted to the Exchange.
2. The indicative range of the issue price for the offer is: _____________________
| Dated: _________________ | |
| Signed on behalf of sponsor: | __________________________________ |
| (Name and designation of person signing) |
Part II Confirmation (Registration)
Please provide the following statements of confirmation where applicable.
1. We confirm that:
(a) We have given and not withdrawn our written consent to being named as sponsor and issue manager in the offer document, and a statement that we have given and not withdrawn our consent appears in the offer document.
(b) Each issue manager and underwriter named in the preliminary offer document has given and not withdrawn his written consent to being named, and a statement that he has given and not withdrawn his consent appears in the offer document.
(c) Where the offer document contains a statement purporting to be made by, or based on a statement made by, an expert, the expert has given and not withdrawn his written consent to the issue of such statement, and a statement that he has given and not withdrawn his consent appears in the offer document.
(d) The written consents referred to in paragraphs 1(a), (b) and (c) above have been lodged with the Exchange.
(e) The offer document has been signed in accordance with section 240(4A) of the SFA.
2. We confirm that, to the best of our knowledge and belief, having made reasonable due diligence enquiries and considered all relevant matters under the Rules in relation to this application for listing:
(a) All applicable requirements of the Rules are met (except as waived by the Exchange in writing).
(b) We are satisfied that the listing applicant is suitable for listing on Catalist.
(c) We are satisfied that the profit forecast, if any, has been made by the listing applicant's directors after due and careful enquiry.
(d) The offer document contains all information required by the relevant laws and regulations.
(e) There are no other matters known to us that should be taken into account except ____________ (if none, write nil).
(f) No material information has changed from the preliminary offer document except ___________ (if no change, write nil. If any changes, identify the attachment with the changes marked.).
(g) The listing applicant has all the requisite approvals, and is in compliance with all laws and regulations, that materially affect its business operations.
(h) The listing applicant has established adequate procedures, systems and controls (including accounting and management systems) to meet its obligations under the Rules.
(i) The directors of the listing applicant have received adequate advice and guidance from us (and other appropriate professional advisers) on their legal and regulatory obligations as an issuer on Catalist.
(j) All documents required by the Rules are included with this listing confirmation.
(k) We complied with the SIBA Due Diligence Guidelines or _____________ (such other satisfactory and no less strict due diligence guidelines or processes).
(l) We are independent from the listing applicant/issuer and are able to demonstrate it to the Exchange, if required.
(m) We hold a full mandate to undertake the relevant sponsorship activities for the listing applicant for at least three years.
3. In relation to paragraph 2(k) of the above declaration, we disclose the following.
(a) *We/our partners, directors, employees/associates of such partners, directors and employees, either individually or collectively, *have/do not have, or may as a result of the listing or a transaction *have/not have, any interest1 in any class of securities of the listing applicant above 5% of the total issued securities. Details of such interest (if any) are as follows: ______________________
(b) Our *partners, directors, employees/associates of such partners, directors and employees involved in providing advice to the listing applicant/issuer *have/do not have a directorship in the listing applicant. Details of such directorship (if any) are as follows: ______________________ .
*Delete where not applicable.
| Dated: _________________ | |
| Signed on behalf of sponsor: | __________________________________ |
| (Name and designation of person signing) |
Part III Confirmation (After Allotment)
Please provide the following statements of confirmation where applicable.
1. We confirm that:
(a) The securities to be quoted are eligible for deposit with CDP.
(b) All share certificates have been issued and despatched (if applicable).
(c) A copy of the return of allotment has been duly filed with the Accounting and Corporate Regulatory Authority (ACRA).
(d) Any allocation and allotment of securities pursuant to a placement has been made in compliance with Rule 425.
(f) The distribution (after allotment if applicable) of the applicant's securities is not expected to result in a disorderly market when trading begins.
(g) The number of shareholders is _____________ and the percentage of issued share capital held in public hands is ________ %.
(h) The following details in respect of moratorium shares are attached to this confirmation:
(i) the name of the registered shareholder (and beneficial shareholder if different);
(ii) the share certificate number and number of shares represented;
(iii) the endorsement on the share certificate; and
2. No further information relevant to the listing application should be advised to the Exchange.
* Delete where not applicable.
| Dated: _________________ | |
| Signed on behalf of sponsor: | __________________________________ |
| (Name and designation of person signing) |
1 An interest is a direct or indirect interest and includes options or rights to subscribe for securities.
Amended on 29 September 201129 September 2011.