Requirement for GEM IPO

Financial Requirements

• No requirements for profitability
• Positive 2-year aggregate operating cash flow (OCF) ≥ HK$30m
• Market cap ≥ HK$150m

Other Requirements

• Management has remained unchanged for the recent 2 years
• At least 3 independent non-executive directors who must account for at least one third of the board members
• The company must have a business record of not less than 2 fiscal years
• A controlling shareholder or director may conduct business in competition with the company but the business must be fully disclosed
• At least 100 shareholders
• The percentage of three public shareholders who hold the highest shareholdings shall not be more than 50% of the securities held by the public at the time of listing
• The company cannot choose to be listed purely as a placing
• No mandatory underwriting rules
• No new shares can be issued within six months after the company's listing
• It is requested to submit financial reports every season

The minimum Public Float

• The minimum public float is not less than 25%
• If the market cap at the time of listing exceeds HK$10 billion, the minimum public float can be reduced to 15%

Shareholders' Commitment

• The shares will not be sold within the first year after the listed file is disclosed
• Shares can be sold in the next year but control must be retained
• Ownership and control remain unchanged for the recent year

Recognized Jurisdiction

• Austria
• Australia
• Bermuda
• Brazil
• British Virgin Islands
• Canada
• Cayman Islands
• China
• Cyprus
• England
• France
• Germany
• Guernsey
• Hong Kong
• India
• Isle of Man
• Israel
• Italy
• Japan
• Jersey
• Korea
• Labuan
• Luxembourg
• Netherlands
• Russia
• Singapore
• United States of America