Introduction
  • As the first and only Securities Exchange operator of the Kingdom, the core value of the Cambodia Securities Exchange Co., Ltd (CSX) is to establish a sound, transparent and friendly working environment to all market participants especially local companies who need the capital to meet their expansion plans and in the same time to offer a robust protection for both local and foreign investors.

    In addition, Main Board is the first market that establishes and operates for the securities listing of potential listed companies which are standardized and hug capital. This market will allow all companies to bring their shares after listing to list and trade on the CSX’s platform.
    Main Criteria to be Considered
  • Now it is time to glance at your company situation whether you meet the main qualification for going public or you still have some parts to improve. Below are main criteria you have to consider:

Quantitative Requirements
Shareholders' equity ≥ KHR30 billion ($7.5 m)
Net profit ≥ KHR 2 billion ($500,000) for the latest year; and
≥ KHR3 billion ($750,000) for the latest 2 years
Minority shareholder ≥ 200 shareholders; and
≥ 7% of the total voting shares
Audited financial report 2 years
Non-quantitative Requirements
Change of largest shareholder The largest shareholder shall not be changed for one year until the official listing date.
Securities deposit All the issued securities shall be deposited at the operator of securities depository of the Cambodia Securities Exchange (CSD).
Lock up
  • • 1 year for controlling shareholder (allow to sell their shares up to 50% for last 6 months)
  • • 6 month for shareholder (15%) & strategic shareholders
    		•
    Corporate governance*
    Public Limited Company
  • • Board members: 5 to 15
  • • Independent director: ≥ 1/5 of total number of directors
  • • If foreign independent director: ≥6 months of working experiences in Cambodia

    • Public Enterprise
  • • Board Members ≤ 7
  • • Independent director ≥ 1 &
  • • Non-executive director (as a representative of the private shareholders) ≥ 1

    • Committee of BOD
  • a) Audit Committee
  • b) Risk Management Committee: Assets ≥ KHR200 bil. ($50m)
  • c) Nomination Committee: Board can consider to establish it and other Committees as necessary and as required by SECC.
    		•
  • * For more detail, please refer to Prakas on Corporate Governance for Listed Company and Listed Public Enterprise.

    • Listing Process
      Parties in Listing Exercise
      • Your IPO team would normally comprise at least an underwriting firm, a legal firm, an accounting firm and an asset valuator. Besides your IPO team, you can also count on CSX as its role is to ensure that a willing company has all information related to the listing process. You can get the detailed information about the authorized IPO related firms by visiting our website at www.csx.com.kh/members or the official website of the Securities and Exchange Commission of Cambodia at www.secc.gov.kh. Below is a snapshot of the specific responsibilities of your IPO team.
    • Underwriting firm:
        The underwriter will also coordinate and collaborate with other IPO team members in preparing the relevant application documents and oversee the whole listing exercise including the due-diligence process.
    • Legal firm:
        Lawyers are the entity that provides advice on all legal matters in relation to your application and disclosure documents; especially undertake the legal due-diligence and verification exercise.
    • Professional accounting firm:
        The professional accounting firms will help to prepare the financial reports and information required in the disclosure document and to ensure that your financial reports comply with the Cambodia Accounting Standard and related law and regulations.
    • Valuation Company or independent valuator:
        A valuation company or an independent valuator needs to be appointed if your company possess any property, plant or equipment that need to be revalued. Your independent valuator needs to provide a valuation report which is part of the listing process.
    Listing Fees
  • Listing Eligibility Review Examination Fees:
      Listing Eligibility Review examination fee for Main Board: KHR4 million
  • Initial listing Fees
    • Market Capitalization Fee Charge
    From 0 Riels to KHR12,000,000,000 KHR 10,000,000
    From KHR12,000,000,001 to KHR40,000,000,000 0.030 %
    From KHR 40,000,000,001 to KHR 200,000,000,000 0.025%
    From KHR 200,000,000,001 to KHR 400,000,000,000 0.015%
    Greater than to KHR 400,000,000,000 0.010%
    •  
    • Annual Listing Fees
    Market Capitalization Fee Charge
    From 0 to KHR12,000,000,000 KHR3,000,000
    From KHR12,000,000,001 to KHR40,000,000,000 0.020 %
    From KHR40,000,000,001 to KHR200,000,000,000 0.015%
    FGreater than KHR200,000,000,000 0.005%
    •  
    • Other Fees
    • • Underwriting fee
    • • Auditing fee
    • • Asset valuation fee
    • • Legal fee
    • • Others