Cross-referenced from Chapters 4 and 10
1. Introduction
(a) This Practice Note explains:
• the Exchange's procedures for an initial public listing, a very substantial acquisition or reverse takeover; and
• the principles in dealing with comments the Exchange occasionally receives from the public on a proposed initial public listing, very substantial acquisition or reverse takeover.
2. Exchange's Procedure
(a) A sponsor has the primary responsibility for assessing a listing applicant's suitability for listing, or an issuer's suitability for continued listing when an issuer makes a very substantial acquisition or is the subject of a reverse takeover. If the sponsor considers that the listing applicant is suitable for listing or that an issuer is suitable for continued listing, it should complete the required documents. The Exchange will normally admit the listing applicant on receipt of conforming documents. If there are concerns, the Exchange will ask the sponsor for clarification or explanation. The Exchange may require the sponsor to produce information to satisfy it of the listing applicant's suitability to be listed or the issuer's suitability for continued listing.
(b) The Exchange may require the sponsor to undertake more due diligence. It may require the listing to be subject to conditions or may require the listing applicant or issuer to provide additional disclosure.
(c) If the sponsor is of the view that the listing applicant is suitable for listing or the issuer for continued listing, but some rules need to be waived, the sponsor will have to consider whether waivers should be granted, and make the appropriate application to the Exchange. If waivers are granted, they must be disclosed in the offer document, or as pre-quotation disclosure if given later, in a case of a new listing; or in the circular or by way of an announcement in a case of a very substantial acquisition or reverse takeover.
3. Comments Received
(a) The Exchange will give consideration to comments received on the offer document or circular from the public (whether anonymous or not).
(b) All comments will be forwarded to the sponsor who must take such actions as it deems fit.
(c) The Exchange may require the sponsor to investigate and report its findings to the Exchange.
(d) The Exchange may also carry out its own investigation and, where appropriate, enter into correspondence with the person who sent the comments.
(e) The Exchange may delay the listing until it is satisfied with the findings. The Exchange is not obliged to disclose any findings or its conclusion.