Amendments to SGX listing rules for enhanced disclosures on remuneration, dividend policies, and investor relations: What issuers should consider doing now

8 October 2026

On 23 September 2026, Singapore Exchange Regulation (“SGX RegCo”) published a news release on amendments to the Mainboard Rules and Catalist Rules (“Listing Rules”) to require enhanced disclosures supporting value creation, as well as its responses to feedback received during the public consultation seeking views on the proposed disclosure requirements conducted from 22 April 2026 to 22 May 2026.

Under the amended Listing Rules, issuers will be required to provide enhanced disclosures in their annual reports on remuneration, dividend policies, and investor relations, as further described below. Issuers will also be required to maintain a website, or a dedicated section within its website, for engagement with investors. The amendments to the Listing Rules, which take effect on 1 January 2027, are intended to foster a value creation culture among listed issuers and elevate disclosure quality by targeting specific communication gaps.

The first batch of annual reports required to comply with the amended Listing Rules will be those issued in 2028, although SGX RegCo encourages early adoption. Issuers are also encouraged to refer to the updated Practice Notes in the Listing Rules for guidance on the substance of disclosures.

This Alert outlines the key amendments to the Listing Rules. For issuers, the changes may be viewed not simply as additional annual report disclosure requirements, but as a prompt to identify, review, and enhance the relevant policies, corporate governance processes, and records that underpin those disclosures. SGX RegCo encourages issuers to look beyond the minimum requirements and focus on the substance of the new rules. This Alert highlights the steps that issuers may start taking as they prepare for the new enhanced disclosure requirements.

Key performance indicators for determining remuneration

An issuer’s annual report for financial years commencing on or after 1 January 2027 must describe the key financial and non-financial performance indicators (“KPIs”) used to determine the remuneration of the executive directors and executive officers of the issuer, and how these indicators align with the issuer’s long-term value creation objectives. The issuer must explain the reasons for any material changes to the performance indicators from the immediately preceding financial year.

SGX RegCo clarified that the new requirement does not require disclosure of specific thresholds or targets for awards to vest, or relative weightings. Further, issuers have the discretion to calibrate the level of detail in their description of KPIs, provided that the description adequately conveys the nature of each indicator and what it measures. A generic statement that remuneration is determined by reference to financial and non-financial measures, without identifying the KPIs, would not satisfy the rule. This requirement does not extend to non-executive directors, including independent directors.

Dividend policy 

From 1 January 2027, all issuers will be required to maintain a dividend policy.

An issuer’s annual report for financial years commencing on or after 1 January 2027 must include a description of its dividend policy and the reasons for any deviation of the recommended or declared dividend for a financial year from the dividend policy described in the annual report for the immediately preceding financial year. SGX RegCo has clarified that the dividend policy does not require issuers to commit to a dividend payout. Where issuers intend to retain capital for growth or other business needs, they may articulate this in the dividend policy.

Feedback received included suggestions to expand disclosures beyond dividends to cover other aspects of an issuer’s capital management framework. SGX RegCo will share this feedback with the Corporate Governance Advisory Committee for consideration on whether such disclosures should be recommended and, if so, whether these should be part of the Code of Corporate Governance or the Listing Rules.

Investor relations policy

From 1 January 2027, all issuers will be required to maintain an investor relations policy to facilitate regular, effective, and fair communication with shareholders. The investor relations policy must, at the minimum, provide the channels used by the issuer to engage with shareholders, including the mechanisms through which shareholders may contact the issuer. Other information that may be included are the authorised spokespersons and contact persons, the issuer’s approach to requests from shareholders for meetings with executive officers or independent directors, and the expected response timelines for shareholder queries.

An issuer’s annual report for financial years commencing on or after 1 January 2027 must include a description of its investor relations policy and disclose the website address through which shareholders may access the investor relations policy. Further, the issuer must describe in the annual report the key activities undertaken by the issuer during the financial year to engage with shareholders. This may include the broad categories of shareholders engaged and the level of participation by executive officers and independent directors.

While proactive investor engagement is encouraged, SGX RegCo emphasises that it must be conducted in a manner that preserves a level playing field and does not give rise to selective disclosure. Issuers should have in place policies to minimise the risk of being perceived to be practising selective disclosure, such as the pre-release of information intended for briefings and meetings via SGXNET. If material information is inadvertently disclosed to a select group, the issuer must promptly disseminate the same information publicly through SGXNET.

Website for investor engagement 

From 1 January 2027, all issuers are required to maintain a website for engagement with shareholders or a dedicated investor engagement section within the issuer’s website. The information and documents to be published on the website may include the issuer’s latest annual report and sustainability report, minutes of the most recent general meeting, board diversity policy, investor relations policy, dividend policy, and constitutive documents.

SGX RegCo highlights that SGXNET remains the primary channel through which issuers disseminate material information to the market. Issuers should therefore continue to ensure that material information is announced on SGXNET in accordance with the continuing disclosure framework, before or at the same time as such information is made available on their websites.

What issuers should consider doing now

In preparation for the enhanced disclosure requirements, issuers should consider undertaking a gap analysis where its board of directors and management assess the existing policies, procedures, and practices of the issuer against the new requirements: 

  • KPIs for determining remuneration: Issuers should identify the KPIs used in determining executive remuneration as well as the rationale for using them, and assess whether and how those KPIs are aligned with their long-term value creation objectives, and thereafter ensure that these assessments are adequately documented.
  • Dividend policy: Issuers should consider their framework for determining dividends, such as whether there is any specific dividend approach, payout ratio or target, or otherwise any intention to retain capital for growth or other business needs. Issuers should also consider whether their existing or proposed dividend policy accurately reflects how the board of directors expects to approach the recommendation of dividends.
  • Investor relations policy: Issuers should review their existing investor relations arrangements, including shareholder communication channels, contact mechanisms, responsible parties for responding to shareholder enquiries, and procedures for handling requests from shareholders for meetings with executive officers or independent directors. To facilitate the describing of key shareholder engagement activities in the annual reports, issuers may consider putting in place processes for the record-keeping and internal reporting of such activities carried out during the financial year.
  • Website for investor engagement: To ensure that the information and/or documents published on the website are updated in a timely manner, issuers may consider putting in place processes for the approval and updating of website content.

Reference materials

The following materials available on the SGX website www.sgx.com:

More