Whole Section

  • Part VI Review by the Exchange

    • 230

      (1) The Exchange will review the performance and procedures of sponsors to ascertain:
      (a) the quality of the due diligence and standards applied in assessing the suitability of companies for listing on Catalist;
      (b) the quality of continuing activities; and
      (c) whether the sponsor's activities are being conducted in accordance with the Rules.
      (2) In carrying out the review, the Exchange may:
      (a) appoint any person(s) to assist in the review and delegate any of its powers to such person(s); or
      (b) require a sponsor to appoint, at its cost, a special auditor to review or investigate the sponsor's affairs, and report its findings to the Exchange, the sponsor or such other party as the Exchange may direct. The Exchange must agree with the special auditor appointed and the scope of the audit.
      (3) The review may take one or more of the following forms:
      (a) review of documents submitted by the sponsor;
      (b) interviews with the sponsor's directors, officers, registered professionals, employees, agents or other relevant third parties;
      (c) audit of the sponsor's documents, records and procedures;
      (d) inspection; and
      (e) investigation.
    • 231

      The following applies to a review by the Exchange, its appointed persons and the special auditor.

      (1) The sponsor must provide reasonable assistance, including:
      (a) allowing access to all information, books and records which, in the Exchange's opinion, may be relevant to the review;
      (b) allowing access to its premises;
      (c) requiring its directors, officers, registered professionals, employees and agents to provide reasonable assistance;
      (d) attendance at the Exchange or at such other venue the Exchange requires;
      (e) ensuring that neither the sponsor nor any director, officer, registered professional, employee or agent wilfully makes or furnishes, or permits the making or furnishing, of any false or misleading information, statement or report to the Exchange; and
      (f) immediately correcting any information, statement or report to the Exchange when it becomes aware that such information, statement or report is false or misleading.
      (2) The Exchange may give a copy of its review report to the sponsor, but is not obliged to do so.
      (3) The Exchange may charge a fee for the review, which must be paid immediately by the sponsor.
    • 232

      The Exchange may require a sponsor to submit any records, documents or communication to establish whether the sponsor continues to be eligible.

    • 233

      A sponsor must lodge an annual return with the Exchange in the form of Appendix 2E. It must do so within 90 calendar days after its financial year-end.

      Refer to Appendix 2E — Sponsor's Annual Return.

    • 234

      (1) The Exchange may take one or more of the actions in Rule 234(2) if:
      (a) in the Exchange's opinion, a sponsor or registered professional is unable to or evinces an intention or has failed to comply with the Rules;
      (b) a sponsor or registered professional is in, or may get into, financial difficulty or a sponsor has insufficient capital;
      (c) a sponsor or registered professional is in breach of any relevant rule or law in any place where it or he operates, including being the subject of any disciplinary proceedings, or any investigation which might lead to disciplinary action by any regulatory authority; or
      (d) it is otherwise in the interests of the Exchange or markets established or operated by the Exchange.
      (2) Subject to Rule 234(1), the Exchange may take one or more of the following actions against a sponsor or registered professional:
      (a) reprimand the sponsor or registered professional privately or publicly;
      (b) require an education program to be undertaken;
      (c) require rectification measures to be taken by the sponsor or registered professional;
      (d) require the sponsor to operate its business, or a registered professional to undertake sponsor activities, subject to such restrictions or conditions as the Exchange decides; or
      (e) suspend the sponsor or registered professional from specified or all activities as a sponsor or registered professional, for a period that the Exchange decides. The suspension may be announced to the market.
      (3) A suspension or restriction imposed pursuant to Rule 234(1)(c) ends if the sponsor or registered professional is acquitted or if the regulatory authority decides not to proceed with charges against the sponsor or registered professional.
      (4) Nothing in this Rule prevents the Exchange from commencing disciplinary proceedings as it deems appropriate.
    • 235

      Without limiting Rule 234, the Exchange may restrict a sponsor from taking on additional listing applicants or issuers if, in its opinion, the sponsor is insufficiently resourced to discharge its obligations under the Rules.

    • 236

      Without limiting Rules 210, 217, 234 and 235, if the Exchange is of the opinion that a sponsor or registered professional has, or may have, breached a Rule, it may commence disciplinary proceedings under Chapter 3.