If you are planning an IPO for your company, you should consider the following and start preparing early:

1. Identify candidates to ensure composition of the board of directors of the company seeking for listing (“Listco”) including independent directors and women directors, comply with the Listing Requirements, Malaysian Code of Corporate Governance and Bursa Corporate Governance Guide.

2. Identify candidates to ensure composition of board committees (including audit committee and chairman of audit committee) of the Listco comply with the Listing Requirements.

Audit committee requires at least one member who has the professional qualifications set out in the Listing Requirements or fulfils such other requirements prescribed by Bursa Malaysia. Hence, it may take time to appoint a person who meets such requirements.

3. Resolve, eliminate or mitigate conflict of interest arising from a director or substantial shareholder of the Listco who has a direct or indirect interest in any entity which is (a) carrying on a similar trade as the Listco and its subsidiaries (“Listing Group”); or (b) a customer or supplier of the Listing Group.

4. Ensure all material properties owned or rented by the Listing Group:

– have been issued with certificates of fitness/ certificates of completion and compliance;
– comply with building plans approved by local authority (i.e. no illegal extensions to the buildings); and
– have been issued with fire certificates which are still valid (for designated premises only).

5. Ensure foreign workers engaged by the Listing Group are legally hired and comply with the conditions of their working pass. Agreements and arrangements with third parties who hire foreign workers should also be considered carefully to ensure compliance with applicable laws.

6. Ensure contributions for Employees’ Provident Fund (EPF), Social Security Organisation (SOCSO) and Employment Insurance System (EIS) for all employees of the Listing Group (including directors if they are also employees) are paid in accordance with applicable laws.

7. Ensure each related party transaction of the Listing Group is on arm’s length basis and to the extent possible, keep documentary evidence to show this.

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First posted on Linkedin on 29 December 2021.