SIC’s Regime for Unlisted Public Companies to Obtain a Waiver from Singapore Code on Take-Overs and Mergers

On 7 October 2022, the Securities Industry Council issued the “Practice Statement on the Waiver of the Application of the Singapore Code on Take-overs and Mergers (“Code“) to Unlisted Public Companies” (“Practice Statement“).

The Code applies to, among others, an unlisted public company incorporated in Singapore with more than 50 shareholders and net tangible assets of S$5 million or more (“Unlisted Public Company“). Unlisted Public Companies may now apply to SIC for a waiver from the application of the Code in accordance with the requirements set out in the Practice Statement (“Code Waiver“). For unlisted public companies which do not have more than 50 shareholders and net tangible assets of S$5 million or more, but if they would soon fall under the ambit of the Code, such unlisted public companies may also apply for a Code Waiver in advance.

This Update outlines how eligible Unlisted Public Companies can apply for a Code Waiver.