Covid-19: Bursa Malaysia Announce Additional Relief Measures for Listed Issuers
18 June 2021
In response to the imposition of Full Movement Control Order by the Malaysian Government on 1 June 2021, Bursa Malaysia Berhad (‘
Bursa Malaysia’) announced additional temporary relief measures for listed issuers through a
media release issued on 16 June 2021.
A summary of the relief measures announced in the media release are as follows:
- Extension of time to issue financial reports
An issuer listed on Bursa Malaysia’s Main Market or ACE Market will be given an automatic one-month extension to issue its quarterly reports and annual reports (including the annual audited financial statements and the directors’ and auditors’ reports) that fall due on 31 July 2021 and 31 August 2021.
Similarly, an issuer listed on Bursa Malaysia’s LEAP Market will be given an automatic one-month extension to issue its semi-annual financial statements and annual audited financial statements that fall due on 31 July 2021 and 31 August 2021.
- PN17/GN3 Suspended Criteria
Bursa Malaysia has also extended relief measures to an issuer listed on the Main Market or the ACE Market that triggers the criteria set out in the following paragraphs of Practice Note 17 (“PN17”) of the Main Market Listing Requirements (“MMLR”) or Guidance Note 3 (“GN3”) of the ACE Market Listing Requirements (“ACE LR”) (severally a “PN17/GN3 Suspended Criteria”), namely:
- the criteria on shareholders’ equity in paragraph 2.1(a) of PN17/GN3;
- material uncertainty relating to going concern and auditors’ qualification on going concern in paragraph 2.1(e) of PN17/paragraph 2.1(g) of GN3;
- default in payment in paragraph 2.1(f) of PN17/paragraph 2.1(h) of GN3; and
- in the case of an issuer listed on the ACE Market, the criteria on losses set out in paragraphs 2.1(b) and 2.1(c) of GN3.
A listed issuer that triggers any PN17/GN3 Suspended Criteria between 1 July 2021 and 31 December 2021 will not be classified as a PN17/GN3 issuer and will be given 18 months relief from the date that it triggers the PN17/GN3 Suspended Criteria from complying with the obligations under the MMLR/ACE LR that arise from the triggering of the PN17/GN3 Suspended Criteria. The issuer must:
- immediately announce that it has triggered the PN17/GN3 Suspended Criteria; and
- upon the expiry of 18 months from its announcement of the triggering of the PN17/GN3 Suspended Criteria, re-assess its condition and announce whether it continues to trigger any of the criteria in PN17/GN3, and if affirmative, it will henceforth be classified as a PN17/GN3 issuer and be required to comply with all obligations under the MMLR/ACE LR that arise from the triggering of any PN17/GN3 criteria.
- Issuers with insignificant business or operations
Under Paragraph 8.04A(2)(b) of the MMLR and Rule 8.03A(2)(b) of the ACE LR, an issuer is deemed to have ‘insignificant business or operations’ if its business or operations generate revenue on a consolidated basis that is 5% or less of (a) its share capital (excluding redeemable preference shares and treasury shares); or (b) in the case where the issuer is a unit trust, real estate investment trust or business trust listed on the Main Market, its unit holder capital, in each case based on its latest annual audited or unaudited financial statements.
An issuer listed on the Main Market or the ACE Market that triggers the ‘insignificant business or operations’ criterion (“8.04A(2)(b)/8.03A(2)(b) Suspended Criterion”) between 1 July 2021 and 31 December 2021 will be given 12 months relief from the date that it triggers the 8.04A(2)(b)/8.03A(2)(b) Suspended Criterion from complying with the obligations under the MMLR/ACE LR that arise from the triggering of the 8.04A(2)(b)/ 8.03A(2)(b) Suspended Criterion. The issuer must:
- immediately announce that it has triggered the 8.04A(2)(b)/8.03A(2)(b) Suspended Criterion; and
- upon the expiry of the 12-month period from the announcement of the triggering event, re-assess its condition and announce whether it continues to trigger the 8.04A(2)(b)/8.03A(2)(b) Suspended Criterion, and if affirmative, it must henceforth comply with all obligations under the MMLR/ACE LR that arise from the triggering event.
Early termination of re-assessment period
If an issuer which has triggered a PN17/GN3 Suspended Criteria or the 8.04A(2)(b)/8.03A(2)(b) Suspended Criterion subsequently triggers a non-PN17/GN3 Suspended Criteria or the criterion on suspension or cessation of all or major business or operations set out in Paragraph 8.04A(2)(a)/ 8.03A(2)(a) of the MMLR/ACE LR within the applicable re-assessment period (i.e. 18 months or 12 months, as the case may be), the issuer must:
- announce that it has triggered the relevant criteria and where applicable, it will be classified as a PN17/GN3 listed issuer; and
- comply with all obligations under Paragraph 8.04 and PN17 or Paragraph 8.03A, as applicable, of the MMLR or Rule 8.04 and GN3 or Rule 8.03A, as applicable, of the ACE LR, from the date of the announcement.
Comments
The extension of time for the issuance of periodic reports will be welcomed by all listed issuers.
Issuers having financial issues or inadequate levels of operations will welcome the extension of time to regularise their affairs. However, it remains to be seen whether the extension of time will be effective in assisting affected issuers to resolve their affairs so as to avoid suspension and delisting.
Alert by Kok Chee Kheong (Partner) of the Corporate Practice of Skrine