Details on announcement made by Acting Prime Minister and Minister of Finance on:




  • Listing of Large Companies



  • Moratorium on Disposal of Securities


Pursuant to the announcement by the Acting Prime Minister and Minister of Finance, YB Dato’ Seri Abdullah Haji Ahmad Badawi, on the measures to enhance the capital market today, the Securities Commission (SC) wishes to provide further details on the following:


Listing of Large Companies


Companies can apply to seek listing on the Kuala Lumpur Stock Exchange (KLSE) under the new market capitalisation requirement based on the following criteria:



  • The applicant must be seeking listing on the Main Board of KLSE and is not involved in property-development or construction activities;
  • The applicant’s ordinary equity shares should have a market capitalisation of at least RM250 million calculated based on the tentative issue price and enlarged issued and paid-up capital at the point of submission to the SC. This requirement should also be met at the time the prospectus is issued;
  • The applicant should have an after-tax profit of at least RM8 million for the most recent full-financial year prior to submission to the SC;
  • Where a group of companies is seeking listing, all the companies in the group must:

    • be involved in the same or complementary business activities;
    • have common directors; and
    • have common shareholders with controlling shareholding, on a collective basis,
      over a minimum period of three full financial years prior to submission to the SC; and

  • all other requirements for listing, including the 5-year business operation requirement, will continue to apply.

Moratorium on Disposal of Securities


Only the promoters of the following categories of companies will be subjected to the moratorium requirement whereby they will not be allowed to sell, transfer or assign their shareholdings amounting to 45% of the issued and paid-up capital for one year from the date of admission of the company to KLSE:-



  • Companies seeking listing on the Main Board involved in property development or construction activities;
  • All companies seeking listing on the Second Board; and
  • All companies seeking listing based on the market capitalisation requirement.

Thereafter, the shares are not subjected to any moratorium requirement.


For promoters of infrastructure project companies (IPCs) seeking listing, the same moratorium requirement would apply except that 50% of the moratorium shares will be released per annum on a straight-line basis, upon the infrastructure project achieving one full financial year of audited operating revenues.


With regards to acquisitions of assets resulting in reverse take-overs of listed companies, a moratorium will be imposed on 50% of the consideration securities to be received by the vendors of the assets to be injected, whereby the vendors will not be allowed to sell, transfer or assign the securities for one year from the date the securities are listed on KLSE. Thereafter, the securities are not subjected to any moratorium requirement.


This new treatment of moratorium would apply automatically to proposals which have been approved by the SC since October 2002.


Promoters who are currently holding moratorium securities based on the existing requirement imposed prior to October 2002 can opt for the new moratorium requirement provided they apply to the SC with appropriate justifications.



SECURITIES COMMISSION
11 March 2003