Chapter 27

Due Diligence Guidelines –

Expectations of the Listing Applicant and its Directors during the Listing Application Process

1. Introduction

1.1 The principal responsibility for the truth, accuracy and completeness of a listing document rests with the listing applicant’s directors, individually and collectively.

1.2 The listing applicant’s directors must assist the sponsor to perform its role as the sponsor of the listing application. In the case of multiple sponsors, each of the sponsors has responsibility for ensuring that its obligations and responsibilities are fully discharged. Accordingly, the directors should assist all and not just any one of the sponsors in discharging their obligations and responsibilities.

1.3 It is the listing applicant’s directors who have the most complete knowledge of the listing applicant’s business and affairs. Accordingly, the performance of the sponsor’s role requires the active cooperation of and full assistance from the directors and the responsibility for the listing document cannot be assumed by the sponsor and other parties engaged in the production of the listing document. The directors of a company are primarily responsible to investors to ensure that they are fully informed.

1.4 This Chapter covers the expectations of a listing applicant and its directors during the listing application process.