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Enterprise who intents to IPO in Hong Kong shall apply to Hong Kong Exchanges and Clearing Limited, according to the procedures and requirements of Mainboard IPO in Hong Kong set out in "IPO Rules - Mainboard".
Requirements are as follows
The enterprise must meet one of the following three criteria
Profits Test
- 3 years' profits after tax ¡Ý HKD50 million
- First 2 years' profits after tax, HKD30 million, and recent 1 year's profits after tax HKD20 million
Market Capitalization/Revenue Test
- Market Capitalization ¡Ý HKD4 billion
- Recent 1 year's revenue ¡Ý HKD500 million
Market Capitalization/Revenue
- Market Capitalization ¡Ý HKD2 billion
- Recent 1 year's revenue ¡Ý HKD500 million
- Previous 3 year's accumulated cash inflow ¡Ý HKD100 million
Business Record Requirement
- 3 years(if meeting market capitalization/revenue/test, can be shorter than 3 years)
- Administration and operation under substantially the same management
- Operation under substantially the same ownership and control in recent 1 year
Management Requirement & Undertaking
Management Requirement
- 3 independent nonexecutive directors
- Set up audit committee
Shareholders Undertaking
- Disclosure in IPO documents not to sell its interests in the company within the first six months after IPO
Management Undertaking
- Not to sell its interest in the company within 12 months after IPO, so that it is no longer the controlling shareholder of the company, keeping at least 30% interest in the company
Recognized Jurisdiction
- Australia
- Bermuda
- Brazil
- British Virgin Islands
- Canada - Alberta
- Canada - British Columbia
- Canada - Ontario
- Cayman lslands
- China
- Germany
- Hong Kong
- Italy
- Japan
- Jersey
- Luxembourg
- Singapore
- United Kingdom
Minimum Public Float
- The public float in IPO shall not less than HKD50 million
- The public shareholding percentage in IPO is more than 25% of issued share capital
- If the market capitalization in IPO is more than HKD10 billion, the Hong Kong Exchange will reduce the public shareholding to 15%-25%
Other Requirement
- The controlling shareholder or director can conduct business competing with the company, subject to full disclosure
- The company is unable to do IPO in sole manner of placing
- The portion of public subscription shall be fully underwritten
- There is no issue of new shares within the first six months after IPO of the company
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