Knowledge Highlights 6 November 2025
MAS and SGX RegCo consult on proposal to consolidate listing review functions under SGX RegCo to streamline listing process
On 29 October 2025, the Monetary Authority of Singapore (“MAS”) and Singapore Exchange Regulation (“SGX RegCo”) published consultation papers seeking comments on the proposal to consolidate the listing suitability and prospectus review (“Listing Review”) functions for Mainboard listing applications under SGX RegCo, so as to provide issuers with greater clarity on the listing process and timeline.
The approach will apply to corporations, business trusts, and real estate investment trusts (collectively, “issuers”) in respect of offers of securities, securities-based derivatives contracts, and units issued by them, in conjunction with a listing on the Mainboard of the Singapore Exchange Securities Trading Limited (“SGX-ST”) (collectively, “Mainboard Listings”).
SGX RegCo also seeks feedback on standing down the Listings Advisory Committee (“LAC”), following feedback that the potential involvement of the LAC in the listing process can lengthen time to market and heighten uncertainty for prospective issuers.
Further, SGX RegCo seeks feedback on proposed amendments to Listing Rules (Mainboard) (“Mainboard Rules”) to effect the above proposals and other editorial amendments for clarity and/or to reflect existing practice.
Proposed delegation of MAS’ prospectus review powers, functions, and duties
Currently, the process for listings that require a prospectus involves both MAS and SGX RegCo. The issuer submits its listing application to SGX RegCo and its prospectus to MAS for review. SGX RegCo reviews the issuer’s suitability to list in accordance with the Mainboard Rules, while MAS reviews the prospectus for compliance with statutory disclosure requirements under the Securities and Futures Act 2001 (“SFA”). In the Consultation Paper on Proposals to Consolidate Listing Suitability and Prospectus Review Functions published by MAS (“MAS Consultation”), MAS proposes to consolidate the Listing Review function under SGX RegCo, by appointing SGX RegCo as its assistant to carry out MAS’ powers, functions, and duties in relation to the lodgment and registration of offer documents (“Proposed Delegation”). A summary of the powers, functions, and duties under the relevant SFA provisions is set out in Annex 1 to the MAS Consultation.
Under the Proposed Delegation, an issuer will submit its prospectus to SGX RegCo instead of MAS. SGX RegCo will then review, accept lodgment of, and register the prospectus on MAS’ behalf.
The MAS Consultation sets out the following key stages of the new Listing Review process.
Before registration
- Review and accept lodgment of offer documents:
- Review of draft prospectus: An issuer seeking a Mainboard Listing may submit its listing application and draft prospectus to SGX RegCo prior to formal lodgment. SGX RegCo reviews the listing application in accordance with the Mainboard Rules and reviews the draft prospectus based on the disclosure requirements under the SFA.
- Lodgment of preliminary prospectus: Following completion of the review, the issuer may lodge its preliminary prospectus. SGX RegCo will administer various aspects of the lodgment process including accepting lodgment of the preliminary prospectus (and amendments made), as well as the exposure of the preliminary prospectus to the public.
- Lodgment of other offer documents: SGX RegCo will accept lodgments of other offer documents (where applicable) including profile statements, product highlights sheets, and information to be incorporated in the prospectus by reference.
- Public exposure of offer documents: SGX RegCo may publish on its website the lodged prospectus, profile statement, and products highlights sheet for public information and comment. SGX RegCo will review and follow up on any feedback received during the exposure period.
- Register offer documents (and refuse registration): SGX RegCo will register the final prospectus or profile statement. If SGX RegCo assesses that any of the grounds set out in sections 240(13), 240(14), 296(10), and 296(11) of the SFA applies, SGX RegCo will refuse to register the final prospectus or profile statement.
After registration
- Accept lodgment of supplementary or replacement documents: Following registration, SGX RegCo will accept any lodgment of a supplementary or replacement prospectus or profile statement.
- Issue stop orders: If SGX RegCo assesses that any of the grounds set out in sections 242(1), 242(2), 297(1), 297(2), or 297(2A) of the SFA applies, SGX RegCo may serve a stop order on the issuer. Prior to issuing the stop order, other than in exceptional circumstances, SGX RegCo will provide the issuer an opportunity to be heard. In the interim, SGX RegCo may serve (and revoke) an interim stop order if it assesses that it is not in the interest of the public to delay serving a stop order.
After listing
SGX RegCo will also accept all lodgments of offer information statements lodged by all SGX-listed issuers.
As the statutory regulator, MAS will continue to exercise oversight over SGX RegCo, including with respect to SGX RegCo’s exercise of MAS’ powers and performance of MAS’ functions and duties under the Proposed Delegation. MAS will also continue to investigate and take actions for breaches under Part 13 of the SFA, determine regulatory requirements in relation to prospectus disclosures, and approve any applications for exemption from these requirements.
Amendments to subsidiary legislation and Mainboard Rules
MAS proposes consequential amendments to the relevant regulations under the SFA in connection with the Proposed Delegation. Further details are set out in Annex 2 to the MAS Consultation.
In the Consultation Paper on Consolidation of Listing Suitability and Prospectus Disclosure Review under Singapore Exchange Regulation published by SGX RegCo (“SGX Consultation”), SGX RegCo proposes amendments to the Mainboard Rules, namely the Definitions and Interpretation section, Chapters 2, 3, 4, 6, and 8, as well as Appendix 8.2, and Practice Notes 2.1 and 6.1, to reflect the Proposed Delegation. The amendments are set out in the Appendix to the SGX Consultation.
In addition, SGX RegCo will introduce a new Practice Note to the Mainboard Rules to set out the administrative procedures that will apply, such as the documents to be submitted to SGX RegCo and the timelines that will apply. Market participants will be notified of this new Practice Note in due course.
Standing down LAC
SGX RegCo seeks feedback on standing down the LAC, arising from the recommendation of the Equities Market Review Group (“Review Group”) that listing applications need no longer be subject to the LAC process.
The Review Group noted feedback from market observers that the potential involvement of the LAC in the listing process can lengthen time to market and heighten uncertainty for prospective issuers.
As background, the LAC was introduced in 2015, alongside other independent committees (namely, the Listings Disciplinary Committee and the Listings Appeals Committee), to address concerns about the independence of Singapore Exchange (“SGX”) and its effectiveness as a frontline regulator, with the added benefit of introducing practitioner experience to the listing decision-making process.
Subsequently, in 2017, all of SGX’s frontline regulatory functions were transferred to SGX RegCo, an independent subsidiary that was formed to address potential conflicts between SGX’s commercial objectives and regulatory responsibilities.
Editorial amendments
SGX RegCo also proposes editorial amendments to the Mainboard Rules for clarity and/or to reflect existing practices, including:
- amendments to more clearly set out the existing main steps for an applicant’s compliance with listing requirements;
- amendments to reflect existing practice on the statements that are to be included in offering documents;
- amendments to clarify that SGX-ST’s discretion relates not only to the approval of a listing application but also to the listing of the securities; and
- amendments to more clearly set out the existing additional listing process for both primary and secondary-listed issuers.
Reference materials
The following materials are available from the MAS website www.mas.gov.sg and the SGX website www.sgxgroup.com:
MAS
- Press release: MAS proposes to consolidate listing review functions under SGX RegCo to streamline the listing process
- Consultation Paper on Proposals to Consolidate Listing Suitability and Prospectus Review Functions
SGX
