新加坡SPAC上市框架(89页完整版)—Response Paper on Proposed Listing Framework for Special PurposeAcquisition Companies.pdf

Responses to Comments on Consultation Paper Proposed Listing Framework for S pe c ia l Pu r po s e A c q u is it io n Companies 2 September 2021 Singapore Exchange Contents I Introduction 1 1 Background 1 2 Feedback 1 II Comments Received and SGX’s Responses1 1 Relevance of SPACs Framework 1 2 Admission and Related Criteria 5 3 Safeguards Against Dilution Risks 42 4 Other Investor Protection Safeguards 51 5 Other Proposed Rules 61 III Implementation of Amendments to Mainboard Rules 63 1 Implementation Date 63 Appendix 1 Respondents to the Consultation Paper64 Appendix 2 Amendments to Mainboard Rules66 Appendix 3 Consequential Amendments to Mainboard Rules 85 ii I Introduction 1 Background 1.1 On 31 March 2021, SGX issued a “Consultation Paper on Proposed Listing Framework for Special Purpose Acquisition Companies” (“Consultation”), to seek public feedback, views and suggestions on SGX’s proposal to int roduce a primary list ing f ramework for Special Purpose Acquisit ion Companies (“SPACs”) on the Mainboard of Singapore Exchange Securities Trading Limited (“SGX- ST”) (“SPACs Framework”), with the possible proposals and safeguards for minority investors. The Consultation closed on 28 April 2021. This paper sets out SGX’s response to feedback received for the proposed SPACs Framework. 2 Feedback 2.1 SGX has carefully considered all the comme