Listing on Pakistan Stock Exchange - Small and Medium Enterprises Board Dream Big and Make it Happen!

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Listing on Pakistan Stock Exchange - Small and Medium Enterprises Board Dream Big and Make it Happen!
Listing on Pakistan Stock Exchange
Small and Medium Enterprises Board

Dream Big and Make it Happen!
Listing on Pakistan Stock Exchange - Small and Medium Enterprises Board Dream Big and Make it Happen!
Contents of the Presentation:
Section 1: Introduction
Section 2: PSX Listing Requirements
Section 3: SME Board Listing Requirements
Section 4: Post Listing
Section 5 :Listing Fee
Section 6: Benefits And Relaxations
Section 7: SME Listing Procedure
Section 8: De-Listing
Section 9: FAQs

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Listing on Pakistan Stock Exchange - Small and Medium Enterprises Board Dream Big and Make it Happen!
Section 1
Introduction

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Listing on Pakistan Stock Exchange - Small and Medium Enterprises Board Dream Big and Make it Happen!
Importance of SMEs to the Pakistani economy

                                            There are
           SMEs have the potential to       Approximately 3   SME output
           drive / stimulate growth         Million SMEs in   contributes 40%
           provided they are given an       Pakistan          to the annual
           enabling platform to flourish.                     GDP

                                                                  SME Output
                                                                  contributes 25%
                                                                  to the total
                                                                  exports.

                                                               SMEs employ 80% of the
                                                               non-agricultural labor
                                                               force

                                                                                                    4
                                                                 Economic Survey of Pakistan 2017
Listing on Pakistan Stock Exchange - Small and Medium Enterprises Board Dream Big and Make it Happen!
Section 2
PSX Listing Requirements

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Listing on Pakistan Stock Exchange - Small and Medium Enterprises Board Dream Big and Make it Happen!
What is the Eligibility Criteria?

                          Main Board               SME Board

                        • Minimum post issue    • Minimum post issue
                           paid up capital of    paid up capital of Rs.25
                            Rs.200 million               million

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Listing on Pakistan Stock Exchange - Small and Medium Enterprises Board Dream Big and Make it Happen!
Section 3
SME Board Listing Requirements

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Listing on Pakistan Stock Exchange - Small and Medium Enterprises Board Dream Big and Make it Happen!
What are the SME Board Requirements?

PSX SME Board - a platform for
SMEs to raise capital to fund growth                                               QIBs:
and expansion                                          At least 20% of post       Financial Institutions;
                                                        issue paid up capital      Insurance Companies;
                                                                                   Mutual/Pension Funds
                                                        to be offered ONLY
                                                        to QIBs and HNWIs          HNWIs:
                                                                                   Investor bidding at least
                                                        through private            Rs.1 Million
                                                        placement.

                                                       Minimum five initial subscribers

                      SME: A public company having     Minimum Bid size of each initial
                       a post issue Paid Up Capital     subscriber: PKR 1 Million
                           PKR 25 -200 Million

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Listing on Pakistan Stock Exchange - Small and Medium Enterprises Board Dream Big and Make it Happen!
What are the mandatory requirements?

                 Financial                                                  Operational
                                           SME Website
                Statements                                                 Requirements
          • Must prepare periodic      • Must contain basic            • Must be in business for at
            Financial statements         business information            least three years
          • Must audit statements by   • Must contain Information      • Must be profitable for at
            QCR rated chartered          Memorandum                      least two preceding years
            accountants                • Must post annual, half-year     before getting listed
          • Must publish on the          quarterly accounts
            website

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Listing on Pakistan Stock Exchange - Small and Medium Enterprises Board Dream Big and Make it Happen!
What is the Listing Requirement?

                                          • IM shall be circulated to QIBs and HNWIs.
                         Information      • IM shall be placed on the website of the SME, the Exchange and the
                                            Advisor/Consultant to the Issue.
                        Memorandum        • Minimum information / disclosures required in the IM: Schedule-I of
                                            Chapter 5A of PSX Rule Book.

                                          • SME required to disclose and disseminate Price Sensitive Information.
                         Compliance       • CEO of the SME responsible for regulatory compliance: Must submit
                                            compliance report at the end of each half year.
                                          • If SME violates any provision of SME Regulations, Exchange may take
                         (Post Listing)     any disciplinary action such as: Imposing a fine, Placing SME in the
                                            Defaulters’ Segment, Suspend trading, etc.
Section 4
Post Listing

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What happens Post Listing?

                                                    Trading shall take place through KATS.
      Sponsor Shareholding Lock-in
         100% (Entire) holding blocked for
         1 year.                                    In the secondary market, the
         25% holding blocked for 3 years.            minimum order size for trading
                                                     shall be PKR 100,000.
                                              SME to maintain a minimum free
      Clearing, settlement and risk
                                               float of 20% of post issue paid up
       management through NCCPL.
                                               capital.

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Section 5
Listing Fee

              13
What is the Listing Fees?

                                                   • 0.05% of Post Paid Up Capital
                            Initial Listing Fees   • Capped at PKR 50,000

                                                   • PKR 20,000 on Paid Up Capital up-to PKR 50 Million
                            Annual Listing Fees    • PKR 30,000 on Paid Up Capital between PKR 50-100 Million
                                                   • PKR 40,000 on Paid Up Capital exceeding PKR 100 Million

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Section 6
Benefits And Relaxations

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Why should you list on PSX?

                                    Growth and expansion needs
              Raise Long Term       Invest or carry out merger & acquisition plans
                                    Invest in new projects
              Low-cost Capital      Enhance current capacity
                                    Diversify business
                                    Meets working capital requirements

                                 Publicly listed companies achieve a higher valuation
                                 than private enterprises since greater disclosures
             Higher Valuation    and market pricing lead to a companies market
                                 capitalization/worth.

                                 Reduces long term liabilities by enabling:
               Balance Sheet     • Payment of its long term loans
                Optimization     • Reducing its dependence on debt
Why should you list on PSX?

                                  •   IPOs add a level of prestige to a Company
      Enhances Company’s Public   •   IPOs can be used as a branding and marketing
                        Profile       tool as they attract media interest, attention and
                                      scrutiny

                                  A listed company has to disclose and disseminate all
                                  material and price sensitive financial information
        Improved Relations with   which adds to:
          Bankers and Suppliers   • The business transparency
                                  • Improved relations with Bankers, lenders and
                                      clients

                                  Listing bridges any discord that may arise during a
        Business Continuity and   transition from the first generation to the next, by
           Succession Planning    introducing
                                  • Corporate Governance Structures
                                  • Succession Planning

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Why should you list on PSX?

                      Liquidity    Listing brings in liquidity and ready marketability of
                                   the company’s securities.

                     HR Capital    Attract and retain the best talent for your company
                                   because of enhanced reputation.

                                   Public listing creates a market for the Company’s
          Feasible and Effective   shares and sponsors can sell their shares in the
                   Exit Strategy   secondary market.

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What are the extra benefits and relaxations for SME?

                              •   20% on tax payable in the first tax year of listing
               Tax Benefits   •   20% on tax payable in the subsequent tax year
                              •   10% on tax payable in the following two tax years
                                  respectively

                              SME need not comply with the
                              • Provisions of Chapter 5, “Listing of Companies
               Relaxations      and Securities Regulations” of PSX Rule Book.
                              • Code of Corporate Governance

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Section 7
SME Listing Procedure

                        20
Procedure to get your company listed on the Exchange?
                                        • Your company chooses a consultant, who does the initial due diligence in regards to
      Appoints Advisor and Consultant     financials, corporate structuring, legal and regulatory requirements etc., and formulates
                                          your company’s business plan moving forward.

                                        • The business case is evaluated by the consultant using different methodologies and its
         Business Plan evaluation         demand is gauged for the “Final Offer Structure” to get maximum value for the shares to
                                          be offered.

                                        • After the terms of underwriting have been finalized. bankers to the issue and share
                                          registrar are appointed.
       Finalization of Underwritings    • The Central Depository Company (CDC) checks for eligibility and induction into their virtual
                                          share depository system.
                                        • Finalize pre-IPO investors with the help of your consultant

                                        • Submit requisite regulatory documents for PSX and SECP and obtain the necessary
             Regulatory Filings           approvals.

                                        • Conduct road-shows, investor presentations and other marketing and sales events to create
                Marketing                 awareness about the upcoming IPO.

                                        • Share registrar and balloter collect subscription results form all bankers to the issue.
        Subscriptions and Balloting

                                        • The bank will transfer the money from the subscriber to the issuers.
            Post IPO Clearance
                                        • PSX allocates dates for trading of shares on the Exchange and trading begins.               21
Section 8
De-Listing

             22
What will be your Exit Strategy?

         Voluntary De-listing                Involuntary De-listing             Migration to Main Board
                                           Your company can be removed from      When paid up capital exceeds PKR
     You can delist your company through
                                             the listed companies list due to      200 Million And SME has been
      buy-back of shares by the sponsors
                                                violation of PSX’s Listing of   listed on the SME Board for at least
     at a price approved by the Exchange
                                           Companies & Securities Regulations                Three years

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Contact Information

           Raeda Latif
           General Manager - Marketing and Business
           Development
           Email: raeda.latif@psx.com.pk
           Telephone: +92-2135274580 Ext: 4580        Help Desk (92-21) 111-011-122
                                                      Karachi Office Ext: 4580, 4582
                                                      Lahore Office Ext: 4653
           Haris Saeed
                                                      Islamabad Office Ext: 4666
           Business Development Manager
           Email: haris.saeed@psx.com.pk
                                                      Web: psx.com.pk
           Telephone: +92-2135274574 Ext: 4582        Email: listing@psx.com.pk

           Mariam Mehtab
           Marketing and Business Executive
           Email: mariam.mehtab@psx.com.pk
           Telephone: +92-2135274572 Ext: 4572

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Contact Information

                        Serving Investors & Industry
                       Stock Exchange Building, Stock Exchange Road,
                                   Karachi-74000, Pakistan.
                      Tel: (+92)111-001-122, Website: www.psx.com.pk
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