417
A listing applicant should resolve or mitigate conflict situations prior to listing. The Exchange may accept a proposal (submitted through the sponsor) to resolve or mitigate conflicts of interest within a reasonable period after listing. Conflicts of interest include situations in which interested persons (as defined in Rule 904(4)):
(1) Carry on business transactions with the listing applicant or provide services to or receive services from the listing applicant or its group;
(2) Lend to or borrow from the listing applicant or its group;
(3) Lease property to or from the listing applicant or its group; or
(4) Have an interest in businesses that are competitors, suppliers or customers of the listing applicant or its group.
Amended on 7 February 20207 February 2020.
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In reviewing compliance with the Exchange's policy on conflicts of interest, the sponsor should take into account:
(1) The parties involved in the conflict situation and their relationship to the listing applicant;
(2) The significance of the conflict in relation to the size and operations of the listing applicant and in relation to its potential influence on the interested person;
(3) Whether the parties who are involved in the conflict derive any special advantage from it; and
(4) Whether the conflict can be terminated, and if so, how soon and on what basis; or, if the conflict cannot be promptly terminated, whether:
(a) the arrangement is necessary and beneficial to the operations of the listing applicant;
(b) the terms of the arrangement are the same or better than those that can be obtained from third parties;
(c) the arrangement will be reviewed at regular intervals and approved by independent directors or shareholders;
(d) the listing applicant has or will have adequate internal procedures to ensure that the terms of the arrangement are fair and reasonable; and
(e) there is, or has been, adequate disclosure of the conflict, the parties to it, and the measures taken in respect of it in the offer document.