SGX RegCo to roll out measures to further support issuers

These include the suspension of the half-yearly reviews in June and December.

Singapore Exchange Regulation (SGX RegCo), in consultation with the Monetary Authority of Singapore (MAS), will introduce measures to support issuers amidst the challenging business landscape due to COVID-19, which includes enabling the acceleration of fund-raising efforts.

The regulator will suspend the half-yearly reviews on the first market days of June and December to place issuers on the Financial Watch-List. This is said to allow them to focus on meeting the current business and economic challenges and dealing with any resultant liquidity crunch.

Further, SGXRegCo will provisionally enable Mainboard issuers to seek a general mandate for an issue of pro-rata shares and convertible securities of up to 100% of its share capital (excluding treasury shares and subsidiary holdings in each class) compared to the previous 50%.

The enhanced share issue limit is effective on 8 April and will be in force until 31 December. The limit on the aggregate number of shares and convertible securities issued other than on a pro rata basis remains at not more than 20%.

Issuers intending to raise funds using the enhanced share issue limit must seek shareholders’ approval by way of an ordinary resolution either through obtaining a general mandate at their annual general meeting or through a specific shareholder approval by convening an extraordinary general meeting (EGM).

The enhanced share issue limit is subject to the board of directors’ confirmation to SGX RegCo that the enhanced share issue limit is in the interest of the issuer and its shareholders; compliance with any applicable legal requirements governing the issuer and the constitution/trust deed of the issuer and is subject to an issue of not more than 100% of the issuer’s total number of issued shares in each class at the conclusion of the first annual general meeting of the issuer.

SGXRegCo added that the issuer must also disclose to the board that the enhanced share issue limit in the interest of the issuer and its shareholders, as well as disclose during the AGM that it may be renewed annually and is only valid until 31 December 2021.

And if the issuer is seeking shareholders’ approval via an EGM, issuers are also required to disclose as at the latest practicable date, the remaining balance that would be available under the enhanced share issue limit after deducting the existing amount used.