The Philippine Stock Exchange approved the implementation of the revised rules on backdoor listing that will require more stringent approval to protect minority shareholders.
PSE president and chief executive Ramon Monzon signed a memorandum circular that aims to implement the amended rules immediately.
Under the revised rules, backdoor listing is deemed to occur if a listed company, directly or indirectly, acquires the shares or assets of an unlisted company or vice versa, and if such transaction results in change in control or de facto control of the listed company and/or substantial change in the business of the listed company.
Any backdoor listing transactions will now need the approval a least two-thirds of the entire membership of the board, including the majority, but not less than two,of its independent directors and two-thirds of of all stockholders of the listed company.
A backdoor-listed company will also be required to conduct a public offering of at least 10 percent of its issued and outstanding shares within a year from closing or completion of the transaction.
