Listing procedures |
|
6.6 | Please elaborate further on
the type of proposals to which the procedures under paragraph 4.0 of Guidance
Note 17 apply. |
| This procedure is applicable to the additional
securities which will be listed and quoted as the existing listed securities of
the same type and class. |
| Examples where paragraph 4.0 is applicable |
| Example 1 |
| PLC
A proposes to issue additional new ordinary shares
pursuant to the exercise of Share Issuance Scheme where the new ordinary shares
arising from the Share Issuance Scheme will be listed and quoted as the
existing listed ordinary shares. |
| In this instance, PLC A will adhere to the procedures under paragraph 4.0 for the listing and quotation of the new ordinary shares issued pursuant to the Share Issuance Scheme as it involves the same class of securities. |
| Example 2 |
| PLC B has existing ordinary shares and warrants listed on Bursa Securities. PLC B proposes to undertake a rights issue of 100 million new ordinary shares on the basis of 1 new ordinary share for every 2 existing ordinary shares held ("Rights Issue"). Pursuant to the provision in the deed poll, additional warrants will be issued arising from the adjustment pursuant to the Rights Issue ("Additional Warrants"). |
| In this instance, PLC B will adhere to the procedures under paragraph 4.0 provided that the additional 100 million new ordinary shares and the Additional Warrants will be listed and quoted as the existing listed ordinary shares and warrants respectively. |
| Example 3 |
| PLC
E undertakes a corporate exercise which entails the
following: |
| (a) | Proposed acquisition of ABC company for a purchase consideration of RM100 million to be satisfied by the issuance of 50 million new ordinary shares at RM2.00 per share ("Acquisition"). |
| (b) | Rights issue of 80 million new ordinary shares
on the basis of 1 new ordinary share for every 1 share held (“Rights Issue”).
|
| | Facts |
| | (i) | The Acquisition shares and Rights Issue will be
listed and quoted as the existing listed ordinary shares; and |
| | (ii) | The Acquisition and Rights Issue are
inter-conditional upon each other and hence, the new ordinary shares arising
from both the Rights Issue and Acquisition must be listed and quoted at the
same time. |
| | In this instance, PLC E will adhere to the procedures under paragraph 4.0 of Guidance Note 17 because both the new shares arising from the Acquisition and Rights Issue will be listed and quoted as the existing listed shares. |
| Examples where paragraph 4.0 of Guidance Note 17 is NOT applicable |
| Example 4 |
| PLC
C proposes to undertake a private placement of new
ordinary shares and these new ordinary shares will not be entitled to the final
dividend for the financial year ended 30 March 2009. |
| As the new ordinary shares to be issued pursuant to the private placement will not be listed and quoted as the existing listed ordinary shares to which the procedures under paragraph 4.0 apply, PLC C must follow the procedure under paragraph 2.0 of Guidance Note 17. |
| Example 5 |
| PLC
D has existing ordinary shares and warrants listed on
Bursa Securities and propose to undertake a rights issue of 80 million new
ordinary shares and 80 million nominal value of Irredeemable Convertible Loan
Stocks (“ICULS”) to its shareholders. |
| As the rights issue involves the issuance of a new type of securities i.e. ICULS, which is not currently listed, PLC D must follow the listing procedures under paragraph 2.0 of Guidance Note 17 similar to Example 3 above. |
| Example 6 |
| PLC F undertakes a corporate exercise which entails the following: |
| (a) | Proposed acquisition of DEF company for a purchase consideration of RM100 million to be satisfied by the issuance of 50 million new ordinary shares at RM2.00 per share (“Acquisition”). |
| (b) | Rights issue of 80 million new ordinary shares
on the basis of 1 new ordinary share for every 1 share held (“Rights Issue”). |
| | Facts |
| | (i) | the new ordinary shares arising from the
Acquisition will not be entitled to the Rights Issue |
| | (ii) | the Rights Issue shares will be listed and
quoted as the existing listed ordinary shares; and |
| | (iii) | the Acquisition is not conditional upon the
Rights Issue. |
| | In this instance, PLC F will adhere to the following procedures: |
| | ● | procedures under paragraph 2.0 of Guidance Note
17 for new ordinary shares arising from Acquisition as it involves the issuance
of a new class of securities i.e. “A” shares; and |
| | ● | procedures under paragraph 4.0 of Guidance Note
17 for Rights Issue because the new shares arising from the Rights Issue will
be listed and quoted as the existing listed shares. |
| | Please refer to Annexure GN17-A of Guidance Note
17 for a better understanding on the application of each additional listing
procedure set out under paragraphs 2.0, 3.0 and 4.0 of Guidance Note 17. |