1.0 | Introduction |
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1.1 | This Practice Note sets out the following requirements in relation to an application for admission by a real estate investment trust under paragraph 4.04, an exchange-traded fund under paragraph 4.09, a special purpose acquisition company under paragraph 4.14, and a business trust under paragraph 4.16 of the Listing Requirements respectively: |
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| (a) | the procedures for admission; |
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| (b) | the initial listing application forms and supporting documents; |
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| (c) | the undertakings and confirmation by a director of a SPAC, trustee, management company, trustee-manager, director of a management company of a real estate investment trust and exchange-traded fund, and director of a trustee-manager; and |
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| (d) | other relevant requirements. |
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PART I | LISTING APPLICATION BY REAL ESTATE INVESTMENT TRUST |
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2.0 | Procedures relating to listing of real estate investment trust |
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2.1 | The procedures relating to admission set out in paragraph 2.0 of Practice Note 21 apply to the listing of a real estate investment trust. |
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3.0 | Listing application form and supporting documents |
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3.1 | A management company must file with the Exchange a listing application which consists of the following: |
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| (a) | the application, in the form of Part A of Annexure PN23-A.pdf; and |
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| (b) | the supporting documents specified in Part B of Annexure PN21-A.pdf (where applicable) and Part B of Annexure PN23-A.pdf. |
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4.0 | Undertakings and confirmation |
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4.1 | A trustee and management company must give the Exchange an undertaking in the form of Annexure PN23-B.pdf. |
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4.2 | A management company must ensure that - |
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| (a) | every director of the management company gives the Exchange an undertaking in the form of Annexure PN23-C.pdf; and |
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| (b) | every director who is or has been appointed as an independent director gives the Exchange a letter in the form of Annexure PN23-D.pdf. |
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5.0 | Listing of issued and unissued units |
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5.1 | A management company must comply with paragraph 6.0 of Practice Note 21 as if it were the applicant mentioned in that paragraph 6.0, with the necessary modifications. |
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PART II | LISTING APPLICATION BY EXCHANGE-TRADED FUND |
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6.0 | Procedures relating to listing of exchange-traded fund |
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6.1 | The procedures relating to admission set out in paragraph 2.0 of Practice Note 21 apply to the listing of an exchange traded fund. |
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7.0 | Listing application |
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7.1 | A management company must file with the Exchange a listing application which consists of the following: |
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| (a) | the application, in the form of Part A of Annexure PN23-E.pdf; and |
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| (b) | the supporting documents specified in Part B of Annexure PN21-A.pdf (where applicable) and Part B of Annexure PN23-E.pdf. |
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7.2 | A management company must ensure that the application for listing referred to in paragraph 7.1 above covers all units approved for listing by the SC, including the unissued amount reserved for subsequent issuance. |
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8.0 | Undertakings and confirmation |
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8.1 | A trustee and management company must give the Exchange an undertaking in the form of Annexure PN23-F.pdf. |
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8.2 | A management company must ensure that - |
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| (a) | every director of the management company gives the Exchange an undertaking in the form of Annexure PN23-G.pdf; and |
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| (b) | every director who is or has been appointed as an independent director gives the Exchange a letter in the form of Annexure PN23-H.pdf. |
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9.0 | Listing of issued and unissued securities |
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9.1 | A management company must comply with paragraph 6.0 of Practice Note 21 as if it were the applicant mentioned in that paragraph 6.0, with the necessary modifications. |
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PART III | LISTING APPLICATION BY SPECIAL PURPOSE ACQUISITION COMPANY |
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10.0 | Procedure relating to admission of a special purpose acquisition company |
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10.1 | The procedures relating to admission set out in paragraph 2.0 of Practice Note 21 apply to the listing by a SPAC. |
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11.0 | Listing application form and supporting documents |
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11.1 | A SPAC must file with the Exchange a listing application which consists of the following: |
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| (a) | the application, in the form of Part A of Annexure PN23-I.pdf; and |
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| (b) | the supporting documents specified in Part B of Annexure PN23-I.pdf (where applicable). |
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12.0 | Undertakings and confirmation |
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12.1 | A SPAC must give the Exchange an undertaking in the form of Annexure PN21-B.pdf. |
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12.2 | A SPAC must ensure that – |
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| (a) | every director of the SPAC gives the Exchange an undertaking in the form of Annexure PN21-C.pdf; and |
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| (b) | every director who is or has been appointed as an independent director gives the Exchange a letter in the form of Annexure PN21-D.pdf. |
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PART IV | LISTING APPLICATION BY BUSINESS TRUST |
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13.0 | Procedures and requirements relating to listing of business trust |
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13.1 | The requirements in Part I above apply to the listing of business trust as if the trustee-manager were the trustee or management company mentioned in that Part I, with the necessary modifications. |
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13.2 | In addition to paragraph 13.1, where the SC imposes a moratorium on the sale of securities, the trustee-manager must also include an undertaking in the initial listing application that the following information on the moratorium will be submitted to the Depository before listing: |
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| (a) | the names of securities holders; |
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| (b) | the number of securities; and |
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| (c) | the date(s) of expiry of the moratorium. |