Linklaters advised the SIX Exchange Regulation, an autonomous and independent body within the SIX Swiss Exchange, on the amendment of its listing rules.
The new rules, which took effect on 25 July, paved the way for A-share listed companies to go public on the SIX in the form of global depository receipts (GDRs) via the China-Switzerland Stock Connect programme.
The key amendments included the GDR listing requirements, obligations with respect to listing and conditions for maintaining the listing.
In terms of the listing requirements, the revised rules set out clear requirements for the depository arrangement:
1) The GDR depositary must fulfil relevant regulatory criteria;
2) The deposit agreement must provide for the underlying shares to be held by the depositary on a fiduciary basis (or on the basis of similar arrangements under applicable law) on behalf of the investors with rights to the GDRs in question, so that they can be separated and segregated for the benefit of investors in the event of a debt restructuring or insolvency of the depositary;
3) The depositary must provide all information and documentation in connection with the implementation of the deposit agreement on the request of the regulatory board or the SIX Exchange Regulation AG.
The amendment has further clarified the requirements that GDR issuers need to meet when applying for listing, as well as the information disclosure and reporting obligations required for maintaining their listing status.
Linklaters drew on their past experience in advising on the Shanghai-London Stock Connect programme. The firm has assisted regulators in designing trading and settlement programmes such as the Shanghai-Hong Kong Stock Connect, the Shenzhen-Hong Kong Stock Connect, the Shanghai-London Stock Connect and the Bond Connect programmes.
Chinese corporate partner John Xu led the team with support from London-based capital markets partners Michael Fanner and Tom Thorne, alongside financial regulation partner Colette Pan from Zhao Sheng Law Firm, Linklaters’ joint operation partner in China.