MULTI-CURRENCY BOARD

Cross-list to access a diversified pool of investors

The multi-currency board offers foreign companies an opportunity to access a diversified pool of investors where shares of foreign companies can be listed and traded in Sri Lanka in a foreign currency approved by the Central Bank.

ELIGIBILITY

Capital

Capital equivalent to an amount of not less than USD ten million (USD 10 Mn.) converted at the exchange rate prevailing as at the date of submission of the listing application.

Positive Net Assets as per the audited financial statements for the last three (3) financial years immediately preceding the date of the listing application. In the event that the Foreign Entity is a parent entity, Positive Net Assets as per the consolidated audited financial statements for the last three (3) financial years immediately preceding the date of the listing application.

Positive Net-assets

Net Profit

Net profit after tax as per the audited financial statements for three (3) consecutive years immediately preceding the date of the listing application. In the event that the Foreign Entity is a parent entity, net profit after tax as per the consolidated audited financial statements for three (3) consecutive years immediately preceding the date of application.

The audited financial statements for the last three (3) financial years immediately preceding the date of the listing application shall not contain a modified audit opinion or an emphasis of matter on going concern.

In the event the Foreign Entity is a parent entity, the Audit Opinion referred herein shall include both the Audit Opinion contained in the audited financial statement of the parent entity and the Audit Opinion contained in the consolidated financial statements.

Audited Financials

WHO CAN INVEST IN MULTI-CURRENCY STOCKS?

Restricted to non-resident investors who are eligible to operate accounts opened through an Off shore Banking Unit of a licensed commercial bank in Sri Lanka and operating on the CSE through a custodian bank. The permitted client categories are as follows:

  • Those investors whose permanent residence is outside Sri Lanka, i.e. Foreign Nationals and Non-Resident Sri Lankans who do not carry a Sri Lankan Passport.
  • Corporate bodies incorporated outside Sri Lanka and Mutual Funds/collective investment schemes formed outside Sri Lanka.

NOTES TO REMEMBER

  • The foreign company seeking a listing on the CSE should be primarily listed on the Stock Exchange of the country of its incorporation. Hence, the listing of the Foreign Company on the CSE would be a Secondary Listing. However, the Secondary Listing on CSE can be obtained concurrently with the Primary Listing through the same IPO.
  • The Securities Regulator of the country of incorporation of the applicant entity shall recommend such entity for a listing on the CSE. Such Securities Regulator shall be a full member of IOSCO.
  • All filings at the CSE must be in the English language.
  • Not less than 50% of the Minimum Public Holding requirement of the CSE should be made available with the Central Depository System (CDS) in Sri Lanka by the listed company.
  • An Investor cannot buy shares on one Exchange and sell on the other Exchange on the same day, unless the ownership of the shares subject to the sale transaction has been already recorded in the depository of the relevant Exchange through which the sale of shares would take place.
  • Applicant entity must follow the International Financial Reporting Standards (IFRS).
  • The Entity shall have a Representative domiciled in Sri Lanka to liaise with the CSE, SEC and shareholders in terms of the Companies Act No. 07 of 2007 which requires “a place of business” in Sri Lanka.
  • The Reporting Accountants and Auditors of the entity would have to be professionally qualified auditors who are members of the Institute of Chartered Accountants of Sri Lanka.
  • All financial reporting in Sri Lanka shall be converted to the currency of trading. (Ex: If traded in USD on ATS, the reporting currency should be in USD).