How do Chinese companies list in Singapore?

How do Chinese companies list in Singapore?

There is no limit on the number of applications in Singapore, and the application materials of multiple companies to be listed can be submitted at the same time, so the problem of taking a long time to go public will not arise in Singapore. Generally, under the Sui situation, from the official start of the listing work to the approval of the company's shares for public offering And it takes about 6 months to go public.


If a Chinese company wants to go public in Singapore, it should first appoint an intermediary agency, and professionals such as financial consultants, lawyers, accountants and other professionals will formulate and implement the listing plan for the company. The professionals that Chinese companies need to hire for listing in Singapore include lawyers (up to two Singapore law firms and one Chinese law firm), accountants, asset appraisers, financial consultants, etc.


In addition, companies wishing to list in Singapore should select a financial institution based in Singapore as the listing manager (manager), which should generally be a member company of the Singapore Exchange, a securities bank or other securities banks that are traded in Singapore. recognized financial institutions. The listing manager will play an active role in the company's preparation for listing. It not only manages the launch of the company's shares, but also submits listing applications on behalf of the company. The manager will also directly contact the Singapore Exchange to handle the listing application process. other related issues.


Before and during the listing, the company can hire an experienced PR firm to build a good image and communicate the investment message to investors.


Under the promotion of the above professionals, Chinese companies need to go through the following procedures for listing in Singapore:


1. Preparations for listing application (around April this month)


The work at this stage includes formulating the listing plan, implementing the company's restructuring, conducting due diligence by various intermediaries, discovering the company's listing obstacles and proposing solutions, and preparing documents for reporting to SGX and the Monetary Authority.


Company reorganization is the key to the preparatory work before applying for listing. The purpose of reorganization is to make the assets and equities entering the listing structure meet the requirements of listing in Singapore, eliminate legal, auditing and other obstacles to listing, and pave the way for the company's smooth listing. Company reorganization involves the selection of the listing model. A good reorganization plan is often the starting point for the smooth progress of the listing work. If the reorganization plan is not carefully considered, it may leave hidden dangers for listing and increase the difficulty and cost of listing. Many private enterprises in China continue the family-owned enterprise management model, and it is difficult to improve the governance structure in a short period of time even after they are transformed into joint-stock companies. Therefore, Chinese private enterprises choose experienced lawyers and financial consultants to do a good job in corporate restructuring before listing. important. Under normal circumstances, in order to speed up the listing process, various intermediaries will conduct preparations for the preparation of statutory listing filing materials at the same time as the company reorganization, including due diligence in the following areas: legal field, commercial field, finance and internal control, future Outlook, integrity of directors, management and shareholders, etc.


2. Application for listing (4-6 weeks)


After the company reorganization is completed, the principal (manager) will submit a listing application to the exchange on behalf of the company, and handle any inquiries from the exchange. When submitting an application, a number of documents must be attached including a prospectus drafted by a lawyer and an accountant's report by an accounting firm in Singapore in accordance with Singapore or international accounting standards. Generally, an accountant's report should cover three financial years of financial information.


It takes four to six weeks for SGX to review and process listing applications. The main job during this time is for managers to contact companies and other professionals to answer exchange inquiries.


There are three kinds of responses from SGX: a. No approval, the company can re-apply, but it needs to be reorganized for the reasons for disapproval, provided that the listing manager still has confidence in the company, b. Conditional approval (very likely), the company must Report to Singapore Exchange after meeting the conditions: c. Unconditional approval.


3. Preparations before the public sale (2 weeks)


After obtaining the approval of SGX, the preparatory work before the public offering will begin. It will take about two weeks. The main work is to decide the public offering price, sign the underwriting or private offering agreement, and submit the share offering plan. Drafts are reviewed by the Exchange and the Monetary Authority, registered with the Registrar of Companies, and publicized for public offerings.


4. Public offering of shares (1 week)


When announcing a public offering, the application for subscription usually takes at least seven trading days. After the closing of the public offering, the lottery will be drawn and the shares will be allocated. The listing time is set for two days, and post-issue stock trading usually begins on the second trading day after the closing of the public offering.


Companies intending to apply for a secondary listing should also appoint a Singapore-based manager to manage the listing. If a listed company wants to offer securities publicly, the listing process is similar to that of applying for a primary listing. If there is no public offering of securities, some listing requirements can be relaxed, and the review process is generally shortened. In this case, the company only needs to issue an information memorandum at the time of listing, and does not need to issue a plan to sell shares.


Listing fee


Listing fees include listing fees paid to SGX and underwriting fees, commissions, audit fees, legal counsel fees, etc. for hiring investment banks, banks, accountants and other professionals. Overall, the cost of Chinese companies listing in Singapore ranges from 5% to 8% of their total financing.


The initial listing fee charged by SGX depends on the number of shares issued by the company. The initial listing fee for the first-tier stock market and the auto-quote stock market shall not exceed S$20,000 and S$5,000 respectively, and the subsequent annual listing fees shall not exceed S$2,000 and S$1,000 respectively.


The underwriting fees, commissions, audit fees, legal counsel fees, etc. of the investment banks, banks, accountants and other professionals employed by the company depend on the results of the company's negotiation with individual professionals.


In addition, listing expenses also include a number of comprehensive expenses, including corporate restructuring expenses, print and newspaper advertising expenses, travel expenses, multimedia promotion and public relations expenses.