A principal function of the Exchange is to provide a fair, orderly and transparent market for the trading of securities.

The Rules set out the requirements which apply to issuers, issue managers, the manner in which securities are to be offered, and the continuing obligations of issuers.

(1) The Rules seek to secure and maintain confidence in the market. The underlying principles of the Rules include the following:

(a) issuers shall have minimum standards of quality, operations, management experience and expertise;

(b) investors and their professional advisers shall be given all information that they would reasonably require to make an informed assessment of the securities for which listing is sought;

(c) issuers shall disclose information if a reasonable person would expect that information to have a material effect on the price or value of their listed securities;

(d) all holders of listed securities shall be treated fairly and equitably; and

(e) directors of an issuer shall act in the interests of shareholders as a whole.

(2) The Exchange, therefore, in addition to applying the enumerated criteria set forth in Chapter 2, has broad discretionary authority over the initial and continued listing of securities on the Global Listing Board.

(3) The Exchange may use such discretion to deny initial listing, apply additional or more stringent criteria or conditions for the initial or continued listing of particular securities, or suspend or delist particular securities based on any event, condition, or circumstance that exists or occurs that, in the opinion of the Exchange, (a) makes initial or continued listing of the securities on the Global Listing Board inadvisable or unwarranted, or (b) renders such listing not in the public interest, even though the securities meet all enumerated criteria for initial or continued listing on the Global Listing Board. Further details are set out in Practice Note 1.1.

(1) Subject to the review procedures set out in Chapter 7, the Rules are interpreted, administered and enforced by the Exchange and the decisions and requirements of the Exchange are conclusive and binding on an issuer. The Exchange may at any time vary its decision in any way, or revoke it. It may do so upon the application of the issuer or of its own accord and at its absolute discretion. The variation or revocation will take effect from the date specified by the Exchange. 

(2) An issuer admitted to the Official List must comply with the Rules:

(a) in accordance with the spirit, intention and purpose; and

(b) by looking beyond form to substance. 

The Exchange may waive or modify compliance with a Rule (or part of a Rule) either generally or to suit the circumstances of a particular case, unless the Rule specifies that the Exchange will not waive it. The Exchange may grant a waiver subject to such conditions as it considers appropriate. If the Exchange waives a Rule (or part of a Rule) subject to a condition, the condition must be satisfied for the waiver to be effective. Where a waiver is granted, the issuer must announce the waiver, the reasons for seeking the waiver and the conditions, if any, upon which the waiver is granted as soon as practicable.

Where the Exchange rejects an application made pursuant to the Rules, it may, if it considers it appropriate, disclose the reasons for its decision but is under no obligation to do so.

(1) The Rules may be amended by the Exchange from time to time, subject to such approval as may be required by applicable law. 

(2) The Exchange may, from time to time, issue Practice Notes or amend existing Practice Notes to provide guidance on the interpretation and application of any Rule or a more detailed prescription of a Rule. 

(3) The Exchange may, from time to time, publish transitional arrangements in relation to any amended or new Rule. 

(1) An issuer must appoint an issue manager who will manage the issuer’s listing application and be responsible for preparing the issuer for its listing on the Exchange. 

(2) An issue manager must be able to give the issuer impartial and competent advice and must have the necessary experience to discharge its professional duties as an issue manager fully and professionally. 

An issue manager must: 

(1) discharge its obligations with due care, diligence and skill;

(2) in preparing an issuer for a new listing:

(a) be satisfied that:

(i) all applicable prospectus disclosure requirements under the SFA and the SF(GLB)R have been complied with; 

(ii) the issuer meets the admission requirements of the Global Listing Board;

(iii) all documents required by the Rules to be included in the listing application have been or will be supplied to the Exchange; and

(iv) the information and confirmations submitted to the Exchange (which includes, where applicable, the confirmations set out in Rules 217(4) and 217(5)) are complete and accurate in all material respects, and not misleading. If subsequently, the issue manager reasonably believes that the information provided did not meet or no longer meets this standard, it should notify the Exchange as soon as practicable, and correct the information; and

(b) conduct adequate due diligence on the issuer;

(3) provide to the Exchange, as soon as practicable, any information or confirmation that the Exchange may require for the purposes of ensuring that the Rules are complied with by the issue manager and the issuer. Such information or confirmation shall be provided to the Exchange in such form and within such time as the Exchange may reasonably require; and

(4) inform the Exchange of all matters relevant to the listing application that should be brought to the Exchange's attention, including any further information that becomes available after the listing application is submitted and before listing, in a timely manner.

The issuer must: 

Issuers must pay such fees and charges as prescribed by the Exchange from time to time. The Exchange may waive any fee or charges. 

The fees payable are published by the Exchange from time to time. 

When the Exchange publishes or releases an issuer's announcement via SGXNET on its behalf, the Exchange shall not be responsible to check the accuracy of the facts or any of the contents of such announcement, and shall not be liable for any damages or losses however arising as a result of publishing the announcement or disseminating the information in the announcement. 

This Chapter sets out the requirements and procedures for an issuer seeking admission to the Official List and a listing of its equity securities on the Global Listing Board.

(1) The Exchange has absolute discretion concerning the admission of an issuer to the Official List and may vary the requirements in this Chapter, subject to such approval or regulatory requirements as may be required by applicable law. 

(2) The Exchange may approve applications for listing unconditionally or subject to conditions, or may reject applications for listing, as it thinks appropriate and in its absolute discretion. The Exchange also reserves the right to vary any such conditions or impose additional conditions. 

In reviewing a listing application, the Exchange will consider a number of factors, including: 

(1) the issuer’s ability to satisfy the quantitative standards for initial listing set out in the Rules; 

(2) the disclosures provided in the prospectus; and 

(3) the information and documentation submitted over the course of the listing application review process.  

An issuer applying for listing of its equity securities on the Global Listing Board must meet the following conditions. The Exchange may, in its absolute discretion, waive or modify compliance with such conditions:

(1) Shareholding Spread

An issuer must have at least 500 shareholders worldwide and an arrangement must be in place to facilitate the movement of securities between U.S. and Singapore.

(2) Quantitative Standards

An issuer must:

(a) have a market capitalisation of at least S$2 billion based on the issue price and post-invitation issued share capital; and

(b) satisfy one of the following requirements:

Further details are set out in Practice Note 2.1.

(3) Primary Listing on the Nasdaq Global Select Market

An issuer applying for admission to the Official List must be primary listed on the Nasdaq Global Select Market on or before the date of admission.

(1) The financial statements submitted with the listing application, and future periodic financial reports, must be prepared in accordance with, or reconciled to, Singapore Financial Reporting Standards (International), International Financial Reporting Standards, or U.S. Generally Accepted Accounting Principles. 

(2) The annual financial statements must be audited by certified public accountants in accordance with Singapore Standards on Auditing, International Standards on Auditing, U.S. Generally Accepted Auditing Standards, or auditing standards of the Public Company Accounting Oversight Board (United States).

All securities will be quoted in Singapore dollars or United States dollars, unless the Exchange agrees to a quotation in another foreign currency. Issuers are encouraged to consult the Exchange if they prefer a quotation in another foreign currency.

Arrangements satisfactory to the Exchange must be made to enable shareholders in Singapore to register their shareholdings promptly.

An issuer without a Singapore resident independent director must engage a Singapore-based compliance adviser, unless otherwise allowed by the Exchange.

Unless the Exchange prescribes otherwise, equity securities of an issuer may only be listed on the Exchange if such equity securities, or, if applicable, the underlying shares or sponsored ADRs related to such securities, are listed on Nasdaq and are eligible for trading on a U.S. national securities exchange, whether through registration with the SEC or otherwise.

(1) The issuer may distribute its securities by way of a placement, book-building or other methods, subject to compliance with the Rules and such other conditions as the Exchange may consider appropriate.

(2) The issuer must issue a prospectus in connection with an offering of securities for subscription or sale and such prospectus must comply with Chapter 3.

(1) The issuer must conduct an offering of securities for subscription or sale in Singapore. For the purposes of this Rule, an offering of securities for subscription or sale in Singapore is one pursuant to which securities allocated from the offering of securities for subscription or sale will be settled through and deposited with CDP ("Singapore Tranche").

(2) Unless the Exchange determines otherwise, the issuer must ensure that the allocation of securities to the Singapore Tranche is at least 15% in value of the global initial public offering of securities, or S$75 million, whichever is higher.

(3) In relation to the Singapore Tranche, the issue manager, underwriter, lead broker, distributor, or any of their connected clients or their discretionary managed portfolios (whether proprietary or not) must not be allocated or allotted more than 25% of the securities made available for placement by each of them respectively. This Rule does not apply to securities taken up pursuant to an underwriting or sub-underwriting agreement.

(4) The issuer must ensure that at least 5% in value of the Singapore Tranche, or S$50 million, whichever is lower, is reserved and made available for allocation to one or more designated retail brokers that are listed on the Exchange’s website ("Retail Broker Tranche"). Where there is insufficient demand from the Retail Broker Tranche, the issuer may reallocate the shortfall in demand from the Retail Broker Tranche to the rest of the Singapore Tranche.

An issue of securities in connection with a listing on the Exchange can be made with or without it being underwritten. An issuer which proposes to make an issue without underwriting should consult the Exchange as early as possible.

The Exchange determines an issuer’s compliance with listing requirements. An issuer may consult the Exchange to resolve specific issues prior to the submission of an application. Unless the Exchange prescribes otherwise, the following sets out the usual main steps in the process for satisfying the Exchange that listing requirements have been complied with. Further details are found in Practice Note 2.2:

(1) the issuer submits to the Exchange one copy of the listing application prepared in compliance with Rules 214 and 215.

(2) the Exchange considers whether the application satisfies the listing requirements and will decide whether to issue an eligibility-to-list letter (with or without conditions). Listing will not be permitted until all terms and conditions set out in the eligibility-to-list letter have been satisfied. Where necessary, prior to the issuance of an eligibility-to-list letter, the Exchange may issue a no-objection letter as a procedural indication that, based on information available at that time, the Exchange has not identified any matters that would preclude the issuer from proceeding with the lodgement of a prospectus.

(3) where a prospectus is required to be issued, the issuer lodges the prospectus with the Authority or, if applicable, its assistant, and submits a final copy to the Exchange, if required.

(4) if deemed necessary, the Exchange will inform the issuer of any further information (additional to what is prescribed) that is required to be disclosed prior to commencement of trading. The issuer decides whether to include this information in its prospectus, or to make pre-quotation disclosure through an announcement to the Exchange. Pre-quotation disclosure must be made not later than the market day before trading commences.

(5) on satisfaction of the terms and conditions expressed in the eligibility-to-list letter, the issuer is admitted to the Official List at the absolute discretion of the Exchange. Trading of its securities commences on a date determined by the Exchange either on a deferred settlement basis or ready basis or such other basis as the Exchange may approve.

The listing application is intended to place before the Exchange the information required to assess compliance with the admission requirements for admission to the Official List and the listing of its securities for public trading on the Global Listing Board. The issuer, its issue manager and all professionals appointed by the issuer in Singapore who are involved in the preparation of the listing application must therefore ensure that all information that is material to the Exchange's decision on the application is made available promptly to the Exchange. Rule 412 applies to information supplied as part of an application.

The application must include:

(1) particulars as required in a form as prescribed by the Exchange, accompanied by a checklist showing compliance with this Chapter;

(2) all SEC registration statement submissions and filings (public or confidential), a copy of the original Nasdaq listing application, all related SEC and Nasdaq correspondences and any other additional information and supporting documentation submitted to the SEC and Nasdaq in connection with its proposed listing on the Nasdaq Global Select Market, unless otherwise prescribed by the Exchange;

(3) the prospectus. The document must comply with applicable law and should be accompanied by a checklist showing compliance with the relevant regulation(s) and schedule(s) of the SF(GLB)R;

(4) the memorandum and articles of association or other constituent document, and if applicable, the deposit agreement (incorporating all amendments made to date) which has been filed with the SEC;

(5) particulars of each of the issuer’s directors, executive officers and controlling shareholders in a form prescribed by the Exchange; and

(6) the requisite listing fee.

(1) The issuer must promptly (a) notify the Exchange of all material developments related to the application and supplement its application whenever there is a material addition to or change in information, documentation or responses previously furnished; and (b) provide to the Exchange all further correspondence with the SEC and Nasdaq in connection with its proposed listing on the Nasdaq Global Select Market.

(2) The Exchange may require an issuer to provide additional information and documents (including, where applicable, the letters of consents to act from directors and professional firms) which it requires for a proper consideration of the application. The Exchange may reject an application for listing if the issuer fails to provide such information within a reasonable period of time or if any communication to the Exchange contains a material misrepresentation or omits material information necessary to make the communication to the Exchange not misleading.

As soon as practicable after the issuer receives the eligibility-to-list letter from the Exchange but before trading commences, unless otherwise allowed by the Exchange, the following must be submitted:

(1) a signed listing undertaking in the form set out in Appendix 2.1;

(2) such information, documents and arrangements as CDP may require in connection with the crediting and deposit of the issuer’s equity securities with CDP;

(3) confirmation by the issuer that:

(a) prior to listing on the Exchange, the issuer is or will be primary listed on the Nasdaq Global Select Market and the issuer is subject to the Nasdaq Listing Rules; and

(b) prior to listing on the Exchange, an announcement will be made via SGXNET on the final offer price and number of securities offered under the global initial public offering, unless such information has been disclosed in a final prospectus filed with the SEC and announced via SGXNET;

(4) confirmation by the issue manager that Rules 204(1), 204(2)(a) and 211 have been complied with. The Exchange may require a list of the placees for the Singapore Tranche to be submitted; and

(5) confirmation by the issue manager and the issuer that arrangements satisfactory to the Exchange are in place to ensure, after trading begins in the issuer’s securities in Singapore: (a) orderly trading in the market; and (b) timely settlement of trades, including but not limited to, procedures for the registration and, where applicable, the deposit and withdrawal of the issuer’s securities in Singapore.

This Chapter sets out the requirements of a prospectus.

(1) A prospectus must comply with the SFA and any other relevant laws and regulations.

(2) A prospectus must contain the following statements:

(a) Singapore Exchange Securities Trading Limited ("SGX-ST") assumes no responsibility for the correctness of any of the statements or opinions made or reports contained in this document; and

(b) admission to the Official List is not to be taken as an indication of the merits of the issuer or of the securities, and does not imply that the requirements under the Rules have been complied with.

This Chapter sets out continuing requirements which an issuer is required to observe once admitted to the Official List.

An issuer must announce via SGXNET:

(1) all information and documents that the issuer files on SEC EDGAR, at the same time as the SEC EDGAR filing;

(2) all information and documents required to be publicly disclosed in the U.S. by the issuer under relevant U.S. securities laws or regulations or the Nasdaq Listing Rules, but not filed on SEC EDGAR, as soon as reasonably practicable, and in no event later than 8.30am (Singapore time) on the market day immediately after release in the U.S.;

(3) all filings on SEC EDGAR pursuant to SEC reporting requirements on insiders of the issuer where the issuer has been notified prior to such filing, as soon as reasonably practicable, and in no event later than 8.30am (Singapore time) on the market day immediately after the SEC EDGAR filing; and

(4) any other filings on SEC EDGAR in respect of the issuer, as soon as reasonably practicable, and in no event later than 8.30am (Singapore time) on the second market day after the SEC EDGAR filing.

(1) An issuer must release all announcements via SGXNET, unless specified otherwise.

(2) The Exchange will expect the issuer to request a trading halt under Rule 602 to facilitate the dissemination of material information if such announcement is made during trading hours in Singapore.

(3) Where an issuer announces via SGXNET any filing in respect of the issuer that was filed on SEC EDGAR by a third party (a "Third-Party Filing"), the issuer must ensure that the SGXNET announcement contains the same contents as the corresponding filing made on SEC EDGAR. The issuer shall not, by reason of making such announcement, be responsible under the Rules for the accuracy of the contents of the Third-Party Filing.

On a continuing basis, an issuer must:

(1) maintain a primary listing on the Nasdaq Global Select Market;

(2) comply with all the applicable Nasdaq Listing Rules, unless:

(a) a waiver has been obtained for any non-compliance; or

(b) compliance is regained or a deficiency is cured within a period prescribed by Nasdaq; and

(3) provide an annual certification in the form prescribed at Appendix 4.1 that it has complied with the applicable continuing listing obligations in the Rules.

An issuer must immediately notify the Exchange in writing where it has:

(1) received a notification of deficiency or delisting determination from Nasdaq; or

(2) requested for a voluntary delisting of its securities listed on Nasdaq.

An issuer without a Singapore resident independent director must engage a Singapore-based compliance adviser on a continuing basis, unless otherwise allowed by the Exchange.

An issuer must appoint two authorised representatives, each of whom must be:

(1) a director;

(2) the company secretary;

(3) an officer or employee with suitable authority; or

(4) a Singapore-based compliance adviser.

An authorised representative shall:

(1) be the principal channel of communication between the Exchange and the issuer at all times, and such representative must be readily available and easily contactable during Singapore market hours;

(2) supply the Exchange with details in writing of how he or she can be contacted, including email, mobile and office telephone numbers. The issuer must notify the Exchange of any changes to such details;

(3) ensure that whenever he or she may be uncontactable, suitable authorised alternates are appointed and to supply the Exchange with details in writing of how such alternates may be contacted, including their email, mobile and office telephone numbers; and

(4) not to terminate his or her role as authorised representative before notifying the Exchange of:

(a) the proposed termination; and

(b) the name and relevant particulars of the replacement.

If the Exchange is not satisfied that the authorised representative is fulfilling his or her responsibilities adequately, it may require the issuer to appoint a replacement. The issuer must immediately notify the Exchange of the relevant particulars of any replacement and contact details.

The Issuer must ensure arrangements required under Rules 204(1) and 207 are maintained on a continuing basis.

Where the trading of securities of an issuer is suspended on the Global Listing Board, there must not be any transfers of securities, unless approved by the Exchange.

A document given to the Exchange by an entity, or on its behalf, becomes and remains the property of the Exchange to deal with as it wishes, including copying, storing in a retrieval system, transmitting and selling to the public, and publishing any part of the document and permitting others to do so. The documents referred to in this Rule include a document given to the Exchange in support of a listing application or in compliance with the Rules.

The issuer must comply with additional requirements relating to operational and trading matters as prescribed by the Exchange from time to time.

This Chapter sets out the requirements and procedures for listing additional equity securities or adjusting existing capital.

The issuer must notify the Exchange of the following corporate actions, and must provide the Exchange with the same notification, including any accompanying documents, at the same time that it is provided to Nasdaq:

(1) issuance of additional securities of a class already listed on the Exchange, including securities arising from the exercise or conversion of convertible securities, employee share option schemes, or scrip dividend schemes; and

(2) adjustment of the number of existing securities in a class already listed on the Exchange, including stock splits and reverse stock splits.

An application by an issuer for the listing of an additional class of securities must comply with the following:

(1) it must submit to the Exchange a copy of the listing application and any accompanying documents that have been submitted to Nasdaq; and

(2) it must inform the Exchange of the decision of Nasdaq, if any.

(1) If there are any changes to the furnished information under Rules 502 or 503, including any change of listing date of the additional securities or the date of adjustment of the number of existing securities, the issuer must promptly inform the Exchange of such changes.

(2) The Exchange will ordinarily list or adjust the number of the securities at or around the same time they are listed or adjusted on Nasdaq, but retains absolute discretion to determine the timing of such listing or adjustment as it considers appropriate.

(3) Unless the Exchange prescribes otherwise, additional equity securities of an issuer may only be listed on the Exchange if such equity securities, or, if applicable, the underlying shares or sponsored ADRs related to such securities, are listed on Nasdaq and are eligible for trading on a U.S. national securities exchange, whether through registration with the SEC or otherwise.

This Chapter sets out:

(1) the requirements relating to trading halt, voluntary suspension and withdrawal by the issuer from the Official List; and 

(2) the powers of the Exchange with regard to trading halt, suspension and delisting of an issuer by the Exchange. 

(1) The Exchange may at any time grant a trading halt to enable an issuer to make announcements required by Rule 402 or suspend trading of the listed securities of an issuer at the request of the issuer. The Exchange is not required to act on the request.

(2) A trading halt may be changed to a suspension by the Exchange at any time.

(3) Where trading of the listed securities of an issuer is halted or suspended on Nasdaq, and remains halted or suspended after Nasdaq market close, the issuer must request for a trading halt or suspension of its listed securities on the Exchange as soon as reasonably practicable, and in no event later than 8.30am (Singapore time) on the market day immediately after the date (in Singapore time) on which trading of such securities remains halted or suspended on Nasdaq. Further details are set out in Practice Note 6.1.

(4) Nothing in this Rule shall prevent the Exchange from halting trading of the listed securities of an issuer if it deems it necessary or expedient in the interest of maintaining a fair, orderly and transparent market.

The Exchange may at any time suspend trading of the listed securities of an issuer in any of the following circumstances:

(1) where, in the opinion of the Exchange, it is necessary or expedient in the interest of maintaining a fair, orderly and transparent market;

(2) where the Exchange releases an announcement in relation to the issuer which, in the opinion of the Exchange, is market sensitive; or

(3) where, in the opinion of the Exchange, it is appropriate to do so.

Further details are set out in Practice Note 6.1.

Subject to Rule 606, the Exchange may, in its absolute discretion, approve an application by an issuer to delist from the Exchange, provided that the issuer has:

(1) complied with all applicable U.S. securities rules, regulations and laws, as well as all applicable laws and regulations of its jurisdiction of incorporation, in relation to its proposed delisting from the Exchange; and

(2) provided the Exchange and shareholders with sufficient notice of its intent to delist before the date of proposed delisting date to allow for an orderly transition.

The Exchange may, in its absolute discretion, remove an issuer from its Official List (without the agreement of the issuer) if:

(1) the issuer ceases to maintain its primary listing on the Nasdaq Global Select Market;

(2) the issuer is unable or unwilling to comply with, or contravenes, a Rule;

(3) in the opinion of the Exchange, it is necessary or expedient in the interest of maintaining a fair, orderly and transparent market;

(4) the issuer has no listed securities on the Exchange; or

(5) in the opinion of the Exchange, it is appropriate to do so.

(1) Where the issuer applies to be delisted or is delisted from the Exchange under Rules 604 or 605 and the issuer remains listed on Nasdaq or another exchange, the issuer must:

(a) at the issuer’s expense, make arrangements for transferring the issuer’s listed securities from CDP to the relevant depository for continued trading on Nasdaq or such other exchange; and

(b) promptly make an SGXNET announcement setting out the detailed procedures for transferring the issuer’s listed securities from CDP to the relevant depository for continued trading on Nasdaq or such other exchange, including:

(i) the specific process and timelines for the transition;

(ii) the procedural actions for shareholders, including exit options and implications to shareholders who do not transfer or sell their holdings by the specified deadline; and

(iii) the designated communication channels to coordinate with and assist shareholders with the process.

(2) The Exchange may impose additional conditions or requirements on the delisting as it considers it appropriate.

(1) This Chapter sets out:

(a) the purpose of the Disciplinary Committee and Appeals Committee;

(b) the administrative and enforcement powers of the Exchange;

(c) the process for disciplinary proceedings and appeals proceedings; and

(d) the powers of the Disciplinary Committee and Appeals Committee.

(2) For the purposes of this Chapter, the following terms, unless the context requires otherwise, have the following meanings:

For the purposes of this Chapter, a Relevant Person is deemed to have contravened a Relevant Rule when a Relevant Person has:

(1) committed an act in breach of a Relevant Rule;

(2) omitted to do an act which resulted in a breach of a Relevant Rule;

(3) failed to comply with a requirement imposed by the Exchange;

(4) failed to comply with a requirement imposed or an order issued by the Disciplinary Committee or Appeals Committee;

(5) caused another Relevant Person to commit an act in breach of a Relevant Rule;

(6) caused another Relevant Person to omit to do an act which resulted in a breach of a Relevant Rule;

(7) caused another Relevant Person to fail to comply with a requirement imposed by the Exchange; or

(8) caused another Relevant Person to fail to comply with a requirement imposed or order issued by the Disciplinary Committee or the Appeals Committee.

(1) The Disciplinary Committee shall, as a tribunal of first instance, hear and determine charges brought by the Exchange against a Relevant Person for contravention of any Relevant Rule.

(2) The Disciplinary Committee shall comprise persons appointed by the SGX RegCo Board in consultation with the Authority, and shall not have a member who is, or who within three years of the proposed appointment date was, a director, executive officer or employee of:

(a) SGX; or

(b) a related corporation of SGX.

(3) The Disciplinary Committee shall hear and determine charges by convening a Disciplinary Committee hearing, subject to the following conditions:

(a) a Disciplinary Committee hearing shall have an initial quorum of five members, including the chairman or deputy chairman of the Disciplinary Committee, but may be concluded with a quorum of three members; and

(b) the quorum of a Disciplinary Committee hearing shall comprise at least one member with legal experience and the remaining members with any of the following experience:

(i) corporate finance experience;

(ii) directorship experience in an issuer listed on the Exchange; and

(iii) accounting experience.

(4) The Disciplinary Committee may hear and determine charges against a Relevant Person even if the Relevant Person is no longer a Relevant Person at the time of the Disciplinary Committee hearing, so long as the Relevant Person was a Relevant Person at the time of the alleged contravention.

(5) Charges brought before the Disciplinary Committee shall be decided by a simple majority of votes by its members. In the case of an equality of votes, the chairman of the hearing shall be entitled to a casting vote.

(6) The chairman of the Disciplinary Committee has the following powers:

(a) fixing the date of the hearing;

(b) fixing the timelines for filing of documents for the hearing;

(c) determining if obtaining legal advice is necessary;

(d) determining if confidential information related to the proceedings may be disclosed to a third party;

(e) establishing procedures for the hearing which are not contrary to the Rules;

(f) determining if the composition of the Disciplinary Committee may be varied after the hearing has commenced; and

(g) determining all administrative and procedural matters relating to a hearing.

(7) In the absence of the chairman of the Disciplinary Committee, the deputy chairman of the Disciplinary Committee shall have all the powers of the chairman of the Disciplinary Committee.

(8) The Disciplinary Committee shall be supported by a secretariat which reports to the chairman of the Disciplinary Committee. 

(9) The chairman of the Disciplinary Committee may delegate any of his powers or duties under Rules 703(6), 713(1), 713(2), 713(6) and 714(1) to any member of the Disciplinary Committee or the Disciplinary Committee secretariat.

(10) References to the chairman of the Disciplinary Committee in Rules 703(6), 713(1), 713(2), 713(6) and 714(1) shall refer to the deputy chairman, the member or secretariat who has been delegated the relevant powers of the chairman.

(1) The Appeals Committee shall hear and decide appeals arising from:

(a) decisions of the Disciplinary Committee;

(b) decisions of the Exchange relating to any of the following matters:

(i) removal of an issuer from the Official List under Rules 103, 605(2), 605(3), 605(4), 605(5) and 705(1)(h); and

(ii) rejection of a proposal by an issuer to voluntarily delist under Rule 604; and

(c) the enforcement actions taken by the Exchange under Rule 705(2)(c)(vi) and 705(2)(c)(ix).

(2) The Appeals Committee shall comprise persons appointed by the SGX RegCo Board in consultation with the Authority, but shall not have a member who is, or who within three years of the proposed appointment date was, a director, executive officer or employee of:

(a) SGX; or

(b) a related corporation of SGX.

(3) The Appeals Committee shall hear and determine appeals by convening an Appeals Committee hearing, subject to the following conditions:

(a) an Appeals Committee hearing shall have an initial quorum of five members, including the chairman or deputy chairman of the Appeals Committee, but may conclude with a quorum of three members; and

(b) the quorum of an Appeals Committee hearing shall comprise at least one member with legal experience and the remaining members with any of the following experience:

(i) corporate finance experience;

(ii) directorship experience in an issuer listed on the Exchange; and

(iii) accounting experience.

(4) The Appeals Committee may hear and determine appeals concerning a Relevant Person even if the Relevant Person is no longer a Relevant Person at the time of the Appeals Committee hearing, so long as the Relevant Person was a Relevant Person at the time of the alleged contravention or decision of the Exchange.

(5) Appeals brought before the Appeals Committee shall be decided by a simple majority of votes by its members. In the case of an equality of votes, the chairman of the hearing shall be entitled to a casting vote.

(6) The chairman of the Appeals Committee has the following powers:

(a) fixing the date of the hearing;

(b) fixing the timelines for filing of documents for the hearing;

(c) determining if obtaining legal advice is necessary;

(d) determining if confidential information related to the proceedings may be disclosed to a third party;

(e) establishing procedures for the hearing which are not contrary to the Rules;

(f) determining if the composition of the Appeals Committee may be varied after the hearing has commenced;

(g) determining if an appeal has satisfied the bases for appeal required under Rules 717(4), 717(5) or 717(6); and

(h) determining all administrative and procedural matters related to a hearing.

(7) In the absence of the chairman of the Appeals Committee, the deputy chairman of the Appeals Committee shall have all the powers of the chairman of the Appeals Committee.

(8) The Appeals Committee shall be supported by a secretariat which reports to the chairman of the Appeals Committee.

(9) The chairman of the Appeals Committee may delegate any of the powers or duties under Rules 704(6), 717(7), 718(1), 718(2), 718(6) and 719(1) to any member of the Appeals Committee or the Appeals Committee secretariat.

(10) References to the chairman in Rules 704(6), 717(7), 718(1), 718(2), 718(6) and 719(1) shall refer to the deputy chairman, member or secretariat who has been delegated the relevant powers of the chairman.

(1) The Exchange may, in its absolute discretion, exercise administrative powers for the purposes of ensuring that the market is fair, orderly and transparent, and that the Exchange does not act contrary to the interests of the investing public, including the powers to:

(a) issue public queries to an issuer;

(b) require an issuer to make specified disclosures;

(c) require any Relevant Person to provide information, documents or electronic records to the Exchange;

(d) withhold any applicable approvals in respect of applications submitted by an issuer; 

(e) require an issuer to appoint compliance advisers, legal advisers or other independent professionals for specified purposes;

(f) waive or modify compliance with a Rule (or part of a Rule);

(g) halt or suspend trading of listed securities of an issuer under Rules 103, 602 and 603;

(h) remove an issuer from the Official List under Rules 103 and 605; and

(i) impose any other requirements on a Relevant Person which the Exchange considers appropriate.

(2) The Exchange may, in Its absolute discretion, exercise investigative and enforcement powers for the purposes of enforcing the Rules, including the powers to:

(a) initiate and conduct investigations against a Relevant Person;

(b) initiate disciplinary proceedings against a Relevant Person;

(c) take enforcement action against a Relevant Person including the following;

(i) issuing a private warning to a Relevant Person;

(ii) issuing a public reprimand to a Relevant Person;

(iii) requiring an issuer to appoint compliance advisers, legal advisers or other independent professionals for specified purposes;

(iv) requiring an issuer to implement an effective compliance programme;

(v) requiring a Relevant Person to perform other remedial action to rectify the consequences of contraventions;

(vi) denying an issuer of facilities of the market, prohibiting an issuer from accessing the facilities of the market for a specified period or until fulfilment of specified conditions;

(vii) requiring an issuer to comply with conditions on the activities undertaken by the issuer;

(viii) halting or suspending trading of listed securities of an issuer;

(ix) removing an issuer from the Official List;

(x) suspending or restricting the activities of an issue manager if the integrity of the market may be adversely affected or if the Exchange thinks it necessary in the interests of the public or for the protection of investors. The Exchange will refer the matter to the Disciplinary Committee within 14 days from the date of suspension or restriction, whereupon the Disciplinary Committee will determine if the suspension or restriction should be lifted or should be continued for a specified period not exceeding three years;

(xi) imposing conditions on the accreditation of an issue manager; and

(xii) imposing any other requirements on a Relevant Person which the Exchange considers appropriate.

(3) Where a Relevant Person does not comply with requirements imposed by the Exchange set out in Part 3 of this Chapter, the Relevant Person shall be deemed to have contravened the Rules.

The Exchange may allow a stay of execution of the sanctions, or an extension of the relevant timelines, which may be subject to conditions imposed by the Exchange, each in its absolute discretion, when:

(1) a Relevant Person has filed a notice of appeal against an enforcement action by the Exchange referred to under Rule 705(2)(c)(vi);

(2) if a Relevant Person requires more time to comply with the sanctions imposed; or

(3) if the Exchange is of the opinion that the circumstances warrant it.

(1) The Exchange may pose queries to an issuer where the Exchange is of the opinion that queries are in the interests of ensuring the market is fair, orderly and transparent. Circumstances where queries may be raised include the following:

(a) where the Exchange is of the opinion that information provided is either incomplete or unclear;

(b) where the Exchange has reason to believe that an issuer has failed to disclose information as required by the Rules;

(c) where the Exchange has reason to believe that there is a possibility that the Rules has not been complied with; or

(d) where the Exchange is of the opinion that it is appropriate to do so.

(2) Upon receipt of a query from the Exchange, an issuer shall respond to the Exchange as soon as possible unless otherwise specified by the Exchange.

(3) The Exchange may require an issuer to announce the Exchange's query to the issuer, the issuer's response to the query, or both.

The Exchange may, in its absolute discretion, conduct an investigation if:

(1) the Exchange has reason to believe that there is a possibility that any Relevant Rule has been contravened by a Relevant Person;

(2) the Authority so directs; or

(3) the Exchange is of the opinion that the circumstances warrant it.

For the purposes of an investigation, the Exchange may require that a Relevant Person comply with one or more the following requests:

(1) to render all reasonable acts of assistance, at the Exchange's premises or elsewhere, including requests for information or written explanations;

(2) to provide copies of documents or electronic records in the possession of the Relevant Person by a specified date which shall be no less than five business days from the date of the request; or

(3) to obtain copies of documents or electronic records which may be reasonably obtained by the Relevant Person by a specified date which shall be no less than seven business days from the date of the request. Where such documents or electronic records cannot be obtained, the Relevant Person shall provide a written explanation to:

(a) indicate why the documents or electronic records cannot be obtained; and

(b) indicate what steps have been taken to obtain the documents or electronic records.

(1) Any Relevant Person complying with a request for information, documents or electronic records from the Exchange shall take due care to ensure that such information, documents or electronic records provided to the Exchange are complete and not false or misleading in any material particular.

(2) Any Relevant Person shall not wilfully make, furnish, authorise, or permit the giving of incomplete, false or misleading information, documents or electronic records to the Exchange.

(1) The Exchange may appoint any person or persons to assist in its investigation ("Exchange Examiner"). The Exchange may delegate all or any of its powers under Rule 709 to the Exchange Examiner. The Exchange Examiner shall report the results of the investigation to the Exchange.

(2) The Exchange may refer any investigations to another relevant investigating authority if the Exchange is of the opinion that the circumstances warrant the referral.

(1) Upon the conclusion of investigations, the Exchange may initiate disciplinary proceeding against a Relevant Person if the Exchange is of the opinion that the Relevant Person has contravened a Relevant Rule.

(2) Where the Exchange initiates disciplinary proceeding against a Relevant Person, the Exchange shall provide to the Relevant Person and the Disciplinary Committee, a charge which contains the following details:

(a) the particulars of the Relevant Person;

(b) the Relevant Rule which has been contravened;

(c) the brief facts giving rise to the alleged contravention; and

(d) where applicable, a summary of the outcomes of enforcement or disciplinary proceedings taken against other Relevant Persons related to that matter.

(3) Where there is more than one charge to be preferred against a Relevant Person, the Exchange may prefer an amalgamated charge which deals with two or more similar contraventions. An amalgamated charge shall include all material information required under Rule 712(2).

(4) The Exchange may prefer one or more charges. Where a Relevant Person faces more than one charge, the Exchange may:

(a) proceed on all charges at a single hearing; 

(b) choose to first proceed on only selected charges ("proceeded charges") and proceed with the remaining charges only after the conclusion of the proceeded charges ("stood down charges"); or

(c) choose to proceed on only proceeded charges, but apply to have the remaining charges be taken into consideration as part of the sanctions to be imposed on the Relevant Person ("TIC charges").

(1) Upon receipt of the charge, the chairman shall determine all pre-hearing administrative issues under Rule 703(6) and may issue relevant directions to parties to facilitate the convening of a hearing.

(2) Upon the resolution of all pre-hearing administrative matters under Rule 703(6), the chairman shall provide a notice of hearing which includes the following details:

(a) the identity of the members of the Disciplinary Committee who will be present at the hearing;

(b) the dates and locations of the hearing;

(c) the time parties will be allocated during the hearing;

(d) the procedural rules to be complied with at the hearing;

(e) the disputed issues to be dealt with at the hearing (where necessary);

(f) the witnesses to be called at the hearing (where necessary); and

(g) the exhibits which may be relied upon at the hearing (where necessary).

(3) Upon the issuance of the notice of hearing under Rule 713(2), parties shall inform the Disciplinary Committee within 14 business days of the following:

(a) whether there is any objection to the matters stated in the notice; and

(b) whether the party wishes to attend the hearing, and if so, the particulars of the persons who would be attending the hearing.

(4) Where a party does not respond to a relevant direction issued under Rule 713(1), the party is deemed to have no objection to the relevant direction, and the Disciplinary Committee may proceed as it deems fit.

(5) Where a party does not indicate that the party is intending to attend the hearing, the party is deemed to have no intention of attending the hearing and the hearing can proceed in the absence of that party.

(6) Where objections are raised in relation to any pre-hearing issues, the chairman shall determine the issue and inform the parties accordingly. The chairman's determination of a pre-hearing issue shall be final.

(1) The chairman of the Disciplinary Committee shall determine the manner by which a hearing is to be conducted, having due regard to the notice of hearing issued under Rule 713(2).

(2) No member of the Disciplinary Committee shall participate in a hearing if he has a conflict of interest.

(3) Where the Disciplinary Committee is of the opinion that the charge is defective, the Disciplinary Committee may invite the Exchange to amend the charge, or directly amend the charge.

(4) The Exchange may withdraw charges at any time before the decision of the Disciplinary Committee by providing the Disciplinary Committee and the Relevant Person a notice of discontinuance in relation to the withdrawn charges.

(5) Where the Exchange has preferred more than one charge and has applied for the charges to be TIC charges under Rule 712(4)(c), the Disciplinary Committee shall determine from the Relevant Person if there is any objection to the application.

(6) The Exchange and the Relevant Person may be represented by legal counsel at the hearings.

(7) The secretariat of the Disciplinary Committee must be informed in writing of the name of the legal counsel at least 14 business days before the hearing.

(1) Upon conclusion of the hearing, the Disciplinary Committee shall within a specified period of no more than six weeks determine if the proceeded charges have been made out and provide a written grounds of decision.

(2) Where the Disciplinary Committee makes a finding that the proceeded charges are made out, the Disciplinary Committee shall also include in the written grounds, the sanctions which are to be imposed against the Relevant Person. The Disciplinary Committee may impose one or more of the following sanctions:

(a) issuing a private warning;

(b) issuing a public reprimand;

(c) in the case of an issuer:

(i) requiring an issuer to appoint compliance advisers, legal advisers or other independent professionals for specified purposes;

(ii) requiring an issuer to implement an effective compliance programme;

(iii) requiring an issuer to perform other remedial action to rectify the consequences of contraventions;

(iv) issuing an order for the denial of facilities of the market, prohibiting an issuer from accessing the facilities of the market for a specified period;

(v) requiring an issuer to comply with conditions on the activities undertaken by the issuer;

(vi) issuing an order for the suspension of the trading of an issuer's securities for a specified period; or

(vii) issuing an order for the removal of an issuer from the Official List;

(d) in the case of an issue manager:

(i) issuing an order for the suspension or restriction of an issue manager's activities, or for the continuation of the suspension or restriction of an issue manager's activities pursuant to Rule 705(2)(c)(x);

(ii) issuing an order for the prohibition of an issue manager from participating in any specific listing applications on the Exchange for a period not exceeding three years;

(iii) imposing conditions on the accreditation of an issue manager; or

(iv) issuing an order for the revocation of the accreditation of an issue manager;

(e) issuing an order for costs, requiring that the proceedings be paid by a Relevant Person if the Relevant Person's conduct during proceedings was unreasonable; or

(f) issuing any other order which the Disciplinary Committee is of the opinion is appropriate.

(3) Where the Disciplinary Committee finds that proceeded charges are made out, and the Relevant Person did not object under Rule 714(5) to an application for charges to be TIC charges, the Disciplinary Committee shall consider the TIC charges before determining the appropriate sanctions. The Disciplinary Committee shall include in the written grounds of decision, the effect that the TIC charges had on the determination of the sanctions imposed.

(4) Where the Disciplinary Committee considers a TIC charge and has included in the written grounds of decision, the effect that the TIC charge had on the determination of the sanctions imposed, the Exchange may not take any further disciplinary action against the Relevant Person in respect of the TIC charge.

(5) Where a Relevant Person objects to an application for charges to be taken into consideration under Rule 714(5), the charges shall be deemed to be stood down charges. The Disciplinary Committee shall not consider stood down charges when determining sanctions to be imposed.

(6) The Exchange may proceed on the stood down charges by convening a separate Disciplinary Committee hearing.

(7) Failure by a Relevant Person to comply with such requirements or orders issued by the Disciplinary Committee under Rule 715(2) shall be deemed a contravention of the Rules.

(1) The Disciplinary Committee's written grounds of decision shall be published by the Exchange, unless the sanction imposed involves the issuance of a private warning. Where a private warning is issued by the Disciplinary Committee, the Disciplinary Committee shall determine whether the written grounds of decision is to be published, and if so, whether the written grounds of decision is to be published in part or in whole.

(2) Where the Exchange has reason to believe that the requirements imposed or orders issued under Rule 715(2) have not been complied with, the Exchange may report the non-compliance to the Disciplinary Committee, and the Disciplinary Committee may provide a supplemental grounds of decision to impose further sanctions.

(3) Where an order for costs of the proceedings has been imposed against a Relevant Person and the Relevant Person does not make payment within the specified period, the outstanding sum shall be a debt payable to Exchange. The Exchange may commence legal action to recover that debt, subject to any subsequent payments made by the Relevant Person. The Exchange shall be entitled to claim reasonable interest, a month after the payment is due, based on the sum outstanding.

(4) The Exchange may allow a stay of execution of the sanctions, or an extension of the relevant timelines, which may be subject to conditions imposed by the Exchange in its absolute discretion, when:

(a) a Relevant Person has filed a notice of appeal against the decision of the Disciplinary Committee;

(b) if a Relevant Person requires more time to comply with the sanctions imposed; or

(c) if the Exchange is of the opinion that the circumstances warrant it.

(1) A party may appeal against the decision of the Disciplinary Committee, a decision of the Exchange specified under Rule 704(1)(b) or an enforcement action by the Exchange specified under Rule 704(1)(c), by filing a notice of appeal with the Appeals Committee within 14 business days of the relevant decision. An appellant other than the Exchange shall pay a non-refundable administrative fee of $1,500 when filing a notice of appeal.

(2) Where a notice of appeal is filed after 14 business days of the relevant decision, the notice of appeal may only be accepted if the delay is accounted for to the satisfaction of the chairman of the Appeals Committee.

(3) A notice of appeal shall be served on all parties involved, and shall contain the following details:

(a) the date and reference details of the decision;

(b) the Relevant Rule of the decision;

(c) the brief facts relevant to the decision;

(d) a summary of the decision;

(e) the sanction imposed by the Disciplinary Committee, the decision taken by the Exchange specified under Rule 704(1)(b) or the enforcement action by the Exchange specified under Rule 704(1)(c); and

(f) a summary of the grounds of appeal which includes:

(i) the specific finding which is subject to appeal; and

(ii) the reasons in support of the appeal against that finding.

(4) An appeal against a decision by the Disciplinary Committee may only be made on the following grounds:

(a) the Disciplinary Committee had acted in bad faith;

(b) there was procedural unfairness in the Disciplinary Committee's determination of the charges;

(c) there is fresh evidence, not previously available, which would likely have affected the decision of the Disciplinary Committee;

(d) the Disciplinary Committee had made a gross error in respect of a finding of fact; 

(e) the Disciplinary Committee had made an error in respect of the interpretation of the Rules; or 

(f) the sanctions imposed are manifestly excessive or inadequate.

(5) An appeal against a decision by the Exchange referred to under Rule 704(1)(b) may only be made on the following grounds:

(a) the Exchange had acted in bad faith;

(b) there was procedural unfairness in the Exchange's determination of the matter; or

(c) the Exchange had made an error in respect of the interpretation of the Rules.

(6) An appeal against an enforcement action by the Exchange specified under Rule 704(1)(c) may only be made on the following grounds:

(a) the Exchange had acted in bad faith;

(b) there was procedural unfairness in the Exchange’s determination of the charges;

(c) there is fresh evidence, not previously available, which would likely have affected the decision of the Exchange;

(d) the Exchange had made a gross error in respect of a finding of fact;

(e) the Exchange had made an error in respect of the interpretation of the Rules; or

(f) the sanctions imposed are manifestly excessive.

(7) An appeal under Rule 717 may be heard only if leave is given by the chairman. The chairman’s decision on leave is final and not subject to any appeal.

(1) Upon receipt of the notice of appeal, the chairman shall determine all pre-hearing administrative issues under Rule 704(6) and may issue relevant directions to parties to facilitate the hearing.

(2) Upon the resolution of all pre-hearing administrative matters under Rule 704(6), the chairman shall provide a notice of hearing which includes the following details:

(a) the identity of the members of the Appeals Committee who will be present at the hearing;

(b) the dates and locations of the hearing;

(c) the time parties will be allocated during the hearing;

(d) the procedural rules to be complied with at the hearing;

(e) the disputed issues to be dealt with at the hearing (where necessary);

(f) the witnesses to be called at the hearing (where necessary); and

(g) the exhibits which may be relied upon at the hearing (where necessary).

(3) Upon provision of the notice of hearing under Rule 718(2), parties shall inform the Appeals Committee within 14 business days of the following:

(a) whether there is any objection to the matters stated in the notice; and

(b) whether the party wishes to attend the hearing, and if so, the particulars of the persons who would be attending the hearing.

(4) Where a party does not respond to a relevant direction issued under Rule 718(1), the party is deemed to have no objection to the relevant direction, and the Appeals Committee may proceed as it deems fit.

(5) Where a party does not indicate that the party is intending to attend the hearing, the party is deemed to have no intention of attending the hearing and the hearing can proceed in the absence of that party.

(6) Where objections are raised in relation to any pre-hearing issues, the chairman shall determine the issue and inform parties accordingly. The chairman's determination of a pre-hearing issue shall be final.

(1) The chairman of the Appeals Committee shall determine the manner by which a hearing is to be conducted, having due regard to the notice of hearing issued under Rule 718(2). A hearing before the Appeals Committee may be heard as a rehearing and evidence not previously considered by the Disciplinary Committee may be adduced.

(2) No member of the Appeals Committee shall participate in a hearing if he has a conflict of interest.

(3) Where the Appeals Committee is of the opinion that the charge is defective, the Appeals Committee may invite the Exchange to amend the charge, or directly amend the charge.

(4) An appellant may withdraw an appeal at any time before the decision of the Appeals Committee by providing a notice of discontinuance to the Appeals Committee. Where a Relevant Person withdraws an appeal under this sub-rule and the Appeals Committee is of the opinion that the conduct of the Relevant Person was unreasonable, the Appeals Committee may order that the Relevant Person pay reasonable costs incurred by the Exchange.

(5) The Exchange and the Relevant Person may be represented by legal counsel at the hearings.

(6) The secretariat of the Appeals Committee must be informed in writing of the name of the legal counsel at least 14 business days before the hearing of the appeal.

(1) Upon conclusion of the hearing, the Appeals Committee shall within a specified period of no more than six weeks, determine if the proceeded charges have been made out or if the decision of the Exchange is to be upheld and provide a written grounds of decision. In coming to a decision, the Appeals Committee may:

(a) dismiss the appeal;

(b) uphold, reverse or vary the decision of the Disciplinary Committee or the Exchange;

(c) uphold, reverse or vary the specific findings of the Disciplinary Committee;

(d) direct that the Exchange take a specific course of action;

(e) vary the sanctions imposed by the Disciplinary Committee; or

(f) issue any other order which it deems appropriate.

(2) Where the Appeals Committee makes a finding that the charge is made out, the Appeals Committee shall also include in the written grounds, the sanctions to be imposed against the Relevant Person. In imposing sanctions, the Appeals Committee shall have all the powers of the Disciplinary Committee under Rule 715.

(1) The Appeals Committee's written grounds of decision shall be published by the Exchange, unless the sanction imposed involves the issuance of a private warning. Where a private warning is issued by the Appeals Committee, the Appeals Committee shall determine whether the written grounds of decision is to be published, and if so, whether the written grounds of decision is to be published in part or in whole.

(2) Where the Exchange has reason to believe that the requirements imposed or orders issued under Rule 720(2) have not been complied with, the Exchange may report the non-compliance to the Appeals Committee, and the Appeals Committee may provide a supplemental grounds of decision to impose further sanctions.

(3) Where an order for costs of the proceedings has been imposed against a Relevant Person and the Relevant Person does not make payment within the specified period, the outstanding sum shall be a debt payable to Exchange. The Exchange may commence legal action to recover that debt, subject to any subsequent payments made by the Relevant Person. The Exchange shall be entitled to claim reasonable interest, a month after the payment is due, based on the sum outstanding.

(4) A Relevant Person may apply to the Appeals Committee for an extension of the relevant timelines to comply with sanctions imposed by the Appeals Committee.

(5) A decision of the Appeals Committee shall be final.

The parties to Disciplinary Committee proceedings or Appeals Committee proceedings, their representatives and their advisers shall at all times treat all matters and documents relating to the proceedings as confidential except:

(1) No irregularities shall vitiate a decision of the Disciplinary Committee or Appeals Committee unless the irregularity has occasioned a failure of justice.

(2) Where an irregularity has occasioned a failure of justice in respect of a disciplinary proceeding, the Disciplinary Committee or Appeals Committee may either determine the charge accordingly, or direct that the Exchange re-initiate disciplinary proceeding.

(3) Where an irregularity has occasioned a failure of justice in respect of a decision of the Exchange, the Appeals Committee may either determine the appeal accordingly, or direct that the Exchange determine the issue afresh.

The Disciplinary Committee and Appeals Committee shall not be liable for performing their functions under this Chapter. This limitation of liability extends to any actions whether in contract or tort or otherwise, and even in the purported performance of a function in good faith.

All costs payable to the Exchange shall be used for investor education and related expenses.

The costs of the Disciplinary Committee, Appeals Committee and their supporting secretariat shall be funded by a SGX Compliance Fund comprising contributions from the Exchange. The monies in the Compliance Fund shall be kept separate from all other property of the Exchange.