【锋行链盟】新加坡证券交易所IPO保荐人职责及核心要点

Core Viewpoint - The role of sponsors in the Singapore Exchange (SGX) IPO process is crucial, acting as gatekeepers to ensure issuers meet listing standards, maintain transparency, and uphold market integrity [2][5]. Group 1: Legal Responsibilities of SGX IPO Sponsors - Sponsors are legally responsible for the issuer's eligibility and the completeness of information disclosure, covering the entire IPO process and post-listing supervision [2]. - Pre-issuance responsibilities include conducting due diligence and compliance reviews [2]. - Post-listing responsibilities involve ongoing supervision and compliance monitoring [2]. Group 2: Key Points of SGX IPO Sponsors - Independence and Conflict of Interest Avoidance: Sponsors must maintain substantial independence and disclose any potential conflicts of interest in the prospectus [3][5]. - Comprehensive Due Diligence: Sponsors are required to conduct thorough due diligence covering business, financial, legal, and operational aspects to ensure compliance with SGX listing standards [4]. - Prospectus Review: Sponsors must ensure the prospectus is truthful, accurate, and complete, with no misleading statements or significant omissions [4]. - Issuer Qualification Assessment: Sponsors must confirm that the issuer meets the differentiated requirements for SGX's Mainboard and Catalist [4]. Group 3: Issuance Phase Responsibilities - Coordination and Investor Protection: Sponsors assist issuers in developing issuance strategies, roadshow arrangements, and pricing, balancing the issuer's financing needs with investor returns [4]. - Underwriting Responsibilities: If acting as the lead underwriter, sponsors must ensure a fair allocation process [4]. - Regulatory Communication: Sponsors represent issuers in communications with SGX and the Monetary Authority of Singapore (MAS) [4]. - Supervision Period Obligations: Sponsors are required to provide at least three years of ongoing supervision, with potential extensions for Catalist issuers [4]. Group 4: Professional Competence and Resource Investment - Sponsors must be recognized institutions with extensive IPO experience and adequate resources for due diligence, emphasizing the need for third-party verification [6]. - Legal Liability and Risk Assumption: Sponsors face civil and criminal liabilities for inadequate due diligence, with potential penalties reaching up to 10% of revenue or 1 million SGD [6]. - Differentiated Requirements for Catalist and Mainboard: Mainboard sponsors focus on mature companies with standardized responsibilities, while Catalist sponsors engage in more proactive supervision for high-growth firms [6].