Function and operations

The primary function of the Issuers Unit is to make the day-to-day decisions on the application of the Listing Rules, and to monitor compliance with the Rules.  This can include requiring appropriate disclosure to be provided to the market, ensuring a new applicant for listing meets the admission requirements, or considering a waiver application.

The Listing Rules

ASX Markets Supervision supervises the market for securities issued by listed companies.

The Listing Rules govern the admission of companies to the official list, quotation of their securities, suspension of securities from quotation and removal of companies from the official list.  They also govern continuous and periodic disclosure, and some aspects of a listed company’s conduct.  Compliance with the Listing Rules is a requirement for admission to the official list.   It is also a requirement under the contract that a company enters into on being admitted.

The Listing Rules are not only binding contractually.  They are enforceable against listed companies under the Corporations Act.  The Listing Rules create obligations that are additional, and complementary, to common law obligations and statutory obligations.  
 
The Listing Rules are based on principles which take into account the interests of listed companies, maintenance of investor protection and the need to protect the reputation of the market. 

Guidance Note 17: ASX Companies (PDF 96KB) and Guidance Note 21: Appeals (PDF 96KB) provide further details of how decisions are made and the appeal process which is available in respect of decisions. 

Monitoring compliance with the Listing Rules

The Listing Rules are broadly divided into two parts, those which set out ASX’s requirements for a company or trust to be admitted to the official list, and those which set out ongoing requirements.  The latter essentially set standards of behaviour for all listed entities and deal with the following:

  • Continuous disclosure – the requirement for timely disclosure of material information.
  • Periodic disclosure – the requirement to provide financial information on a periodic basis.
  • Additional reporting requirements for mining and exploration companies.
  • The quotation of securities, and requirements governing the nature and terms of securities to be quoted.
  • Restrictions on the ability to issue new securities without shareholder or unit-holder approval.
  • Timetables for corporate events, and requirements for transfer and registration.
  • Escrow.
  • Dealings with related parties and transactions which are significant in nature or scale.
  • Corporate Governance disclosure.

The day-to-day activities of the Issuers Unit are essentially as follows:

  • Reviewing all media commentary in major and national newspapers to identify reports about listed entities, and determine whether disclosure is required.
  • Reviewing all information released to ASX’s centralised announcement processing office or Company Announcements Platform (CAP) to determine whether additional or clarifying disclosure is required, and whether other Listing Rules have been complied with.
  • Processing applications for admission, including applications from debt and warrant issuers.
  • Processing applications for waivers from the Listing Rules, and in relation to warrant issuers’ listing application, and waivers from the Market Rules.
  • Assisting listed entities with queries about the application of the Listing Rules.

The Issuers Unit also works closely with CAP, the Surveillance section and specialised legal and accounting resources.

Applications for waivers

Listed entities can apply for waivers from the Listing Rules.  In making such application, the onus is on the entity to show that there is sufficient commercial and policy justification to waive a Listing Rule and that a waiver of the rule will not have adverse policy implications.  For instance, ASX has never granted a waiver from the continuous disclosure requirement.

Waivers granted are published in a waivers register to facilitate the transparency of decisions made by ASX.

Guidance Note 17: ASX Companies (PDF 96KB) provides further details of how decisions are made in relation to waiver applications.