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MESDAQ Market
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Main & Second Board
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| 1. |
Types of issuers |
Incorporated in Malaysia 3 types of issuers
| i . |
Technology companies |
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Companies with technology-based business activities, involved in design,
development and manufacture/ production/ application in 12 areas prescribed by SC |
| ii. |
Non-technology companies |
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Companies with high growth business activities that are suitable for listing on
the MESDAQ Market. |
| iii. |
Technology Incubators |
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Companies incorporated in Malaysia and eligible foreign corporations under SC’s Policies and
Guidelines on Issue/Offer of Securities |
| 2. |
Issued and paid-up capital |
Minimum RM2 million for technology and non-technology companies. Minimum RM20 million for
Technology Incubators. |
i. Main board – minimum RM60 million
ii. Second board – minimum RM40 million |
| 3. |
Operating history |
For companies involved in technology-based business activities, must have commenced operations
and have commercialized the principal products and/or services under its core business. A
Technology Incubator must have commenced operation of its corporate business for at least 12
months. For all other companies, a minimum period of generating operating revenue of at least 3
full financial years based on audited accounts. |
At least 5 full financial years |
| 4. |
Profit requirements |
No specific profit record is required. However, a listing applicant must be in a healthy
financial position and have sufficient level of working capital at the point of listing. |
Uninterrupted profit record of 3 to 5 full financial years, with an aggregate after-tax profit
of not less than RM30 million (Main Board) or RM12 million (Second Board) over the said 3 to 5
financial years and an after-tax profit of not less than RM8 million (Main Board) or RM4 million
(Second Board) in respect of the most recent financial year. |
| 5. |
Board lots |
Traded in board lots of 100 shares. |
Traded in board lots of 100 shares. |
| 6. |
Par value |
At least RM0.10 per share. |
At least RM0.10 per share. |
| 7. |
Type and method of offering |
Type
New issue of shares only. Offer for sale of existing shares is not allowed.
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Type
New issue of shares and/ or offer for sale of existing shares
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Method
Listing applicant may distribute its securities either by way of public offer, placement or book
building or a combination of these methods. The method of offering chosen should enable the listing
applicant to have a broad base of shareholders and comply with the shareholding spread
requirements.
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Method
The method of offering should take into consideration the capital needs of the company, the
opportunity for the general public to participate in the offering and the shareholding spread
requirements to be complied with by the company.
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| 8. |
Public shareholding spread |
Minimum 25% of the total number of shares for which listing is sought must be in the hands of
at least 1,000 public shareholders holding not less than 100 shares each. |
Minimum 25% of the total number of shares for which listing is sought must be in the hands of
at least 1,000 public shareholders holding not less than 100 shares each. |
| 9. |
Moratorium |
Yes, for all listings. |
Yes, on certain Main Board companies (i.e. those with core businesses
in property development or construction, infrastructure project companies and companies applying
for listing under the market capitalisation route) and for all Second Board listings. |
| A moratorium shall be imposed on the disposal of the promoters’
shareholdings in a listing applicant, where the affected promoters will not be allowed to sell,
transfer or assign their shareholdings amounting to 45% of the nominal issued and paid-up ordinary
share capital of the said applicant at the date of admission for 1 year from the date of admission.
Thereafter, the affected promoters are allowed to sell, transfer or assign up to a maximum of 1/3
per annum (on a straight line basis) of their respective shareholdings under moratorium. |
In relation to Main Board companies with core businesses in property
development or construction, Second Board companies and companies listed under the market
capitalisation route, the affected shareholders will not be allowed to sell, transfer or assign
their shareholdings amounting to 45% of the nominal and issued paid-up capital for 1 year from the
date of admission. In relation to infrastructure project companies, the affected shareholders will
not be allowed to sell, transfer or assign their shareholdings amounting to 45% of the nominal
issued and paid-up capital for at least 1 year from the date of admission. Thereafter, 50% of the
moratorium shares will be released from the moratorium per annum on a straight-line basis, upon the
infrastructure project achieving 1 full financial year of audited operating revenue. |
| 10. |
Utilisation of proceeds |
Listing applicants are expected to demonstrate that the listing exercise and the utilization of
proceeds raised thereof is for the purposes of building and expanding the core business. Where the
applicant intends to utilize more than 50% of the funds raised in the initial public offering
outside Malaysia, the applicant must be able to demonstrate to the SC the benefits accruing to the
country from the listing of the applicant. |
The listing applicant has the discretion to utilize the proceeds raised from the issuance of
securities. The SC expects issuers to use the proceeds raised from the issuance of securities for
the benefit of the company. |
| 11. |
Sponsors |
An applicant shall secure and maintain the services of a Sponsor for 3 full financial years
after admission. The Adviser shall act as its sponsor for at least 1 year after admission. |
No requirement for sponsors |
| 12. |
Continuous disclosure obligations |
- Disclosure of material information
- Quarterly report
- Annual report
- Research report
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- Disclosure of material information
- Quarterly report
- Annual report
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| 13. |
Total number of shares issued under ESOS |
The number of shares to be issued under the scheme shall not exceed 30% of the issued capital
of the company at any one time. |
The number of shares to be issued under the scheme should not exceed 15% of the issued capital
of the company at any one time. |
