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Listing of Stocks

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 Application for Listing

To list its stocks on the Stock Market Division of KRX, a company must file a listing application with the KRX. Based on the application, the KRX reviews and determines the firms eligibility for listing.


 Listing Requirements
Listing requirements are regulated by the Act and the Listing Regulation of the KRX, with regard to the financial condition, size and profitability of the issuer. The liquidity of the securities, and other pertinent factors are also considered to ensure fair price formation, investor protection and smooth trading.
 
A company wishing to list on KSE must meet all of the listing requirements of its specific listing category.
The KRX has three categories for listing requirements:
, Option I for large-sized companies. (see the first table below)
, Option II for small and medium size companies. (see the second table below)
, Listing requirements for foreign companies. (see the third table below)
 

[Listing Requirements for KSE]


÷ Option 1:Listing for large size companies
Criteria Requirements
Operating history 3 years or more
Paid-in capital 5 billion won or more
Shareholders' equity 10 billion won or more
Shares to be listed 1 million shares or more
Minority shareholders 1,000 or more
Financial condition No capital impairment during the latest fiscal year
Sales Average of 20 billion won or more for the latest three fiscal years; and 30 billion won or more for the latest fiscal year
Earnings Operating profit, ordinary profit and net profit for the latest fiscal year must be posted; also one of the following requirements must be met:

Minimum ROE for the latest fiscal year must be 5% and combined ROE for the last three fiscal years must be 10% or more.

Net profit for the latest fiscal year must be at least 2.5 billion won and combined net profit for the latest three fiscal years must be at least 5 billion won.
Debt-to-equity ratio Less than 1.5 times the average debt-to-equity ratio of the same industry. Special soundness criteria is applied to financial institutions.
Audit opinion Financial statements for the last 3 fiscal years audited by an external auditor must receive:
Unqualified opinion for the latest fiscal year, and
Unqualified or qualified opinion for the other 2 fiscal years


÷ Option 2: Listing for small and medium-sized companies
Criteria Requirements
Operating history 3 years or more
Paid-in capital 3 billion won or more
Shareholders' equity 7.5 billion won or more
Shares to be listed 1 million shares or more
Minority shareholders 1,000 or more
Financial condition No capital impairment during the latest fiscal year
Sales Average of 10 billion won or more for the latest three fiscal years; 15 billion won or more for the latest fiscal year, and the growth of sales volume for the latest fiscal year must be 20% or more over the previous fiscal year.
Earnings Operation profit, ordinary profit and net profit for the latest fiscal year should be posted.

And one of the following requirements should be satisfied:

1) minimum ROE for the latest business year must be 10%

2) net profit for the latest business year must be at least 2 billion won and cash flows from operating activities must be positive.
Debt-to-equity ratio Less then 1.5 times of the average debt-to-equity ratio of the same industry. Special soundness criteria is applied to financial institutions.
Audit opinion Financial statements for the last 3 fiscal years audited by an external auditor must receive:
Unqualified opinion for the latest fiscal year, and
Unqualified or qualified opinion for the other 2 fiscal years

[Listing Requirements of Foreign Companies]

Criteria Requirements
Operating history  
Shareholders' equity 3 years or more
Shares offered to public 10 billion won or more
Profit 300,000 shares/DRs or more
2.5 billion won or more for the latest fiscal year; combined netprofit of 5 billion won or more for the latest three fiscal years
Listing  
Auditor's opinion Listed company on its domiciliary exchange
Others Unqualified opinion for the latest 3 fiscal years

In addition to the listing requirements shown in the tables above, a company is required to meet the following requirements:
, In terms of stock distribution, at least 30 percent of total shares must be offered to the public
, 10 percent or more of the total shares must be offered to the public after preliminary
  listing review by KRX.
, The minimum number of shares to be offered to minority shareholders depends on the size of
  the company's shareholder equity:
  , 50 billion to 100 billion won : one million shares or more
  , less than 250 billion won : two million shares
  , 250 billion won or more : five million shares
, The number of shares held by the largest shareholders must be less than 70 percent of
  the total outstanding shares.
 
A foreign corporation, after registering with FSC, is allowed to list original stocks and depositary receipts on KRX.
At the preliminary stage, the corporation must appoint a listing agent based in Korea to help consult on the listing eligibility and procedures.
Listing requirements for Option I are equally applied to both depository receipts (DR) and underlying stocks.

 Listing procedures
Before applying for listing on the KRX, it is suggested that companies first take a few preparatory measures. Companies attempting to list can save time and effort by contacting the KRX prior to application, discussing examination periods and listing schedule. The listing procedures are as follows:
1. Submission of a preliminary application for listing eligibility review
2. Notification of the result of preliminary application: The listing committee is supposed to notify the applicant of the preliminary examination results within 2 months of the application date.
3. Book building and setting the price of issuance: Issuing price of stocks will be decided by the issuer and the lead manager based on the results of the book building.
4. Subscription and payment: The company will register its new shareholders on the day after payment.
5. Reporting the result of securities issuance to FSC
6. Issuance and distribution of share certificate
7. Submitting an application of new listing within a week after payment date.
8. Approval of listing and commencement of trading

 Delisting Stocks
Any company failing to meet listing requirements will face designation as an "administrative issue"
To promote asset quality in the stock market and to protect investors, the KRX abolished the grace period before delisting an administrative issue. Now delisting is effective immediately after any procedure failure.

[Delisting Procedure]
Criteria Items
Administrative Issue Failure to file annual, semi-annual or quarterly reports

Adverse or disclaimed CPA audit opinions

Suspension of business operations

Bankruptcy

Impaired capital ratio is 50% or more

Falling short of the minority shareholdership requirement of 10% or more

Commencement of company reorganization procedures

Failure to meet requirements for outside directors and audit committee

Breach of disclosure obligations: twice within two years

Average monthly trading volume below 1% of listed shares for six months
Delisting Failure to file annual, semi-annual or quarterly reports for 2 consecutive years

Adverse or disclaimed CPA audit opinions for 2 consecutive years

Failure to resolve reasons for suspension of business operations within 1 year

Failure to resolve bankruptcy within 1 year

Impaired capital ratio is 100% or more

Falling short of the minority shareholdership requirement of 10% or more of the floating shares for 2 consecutive years

Failure to meet requirements for outside directors and audit committees for 2 consecutive years

Violation of disclosure* rules again within the following year after being designated administrative issue

Failure to satisfy the average monthly trading volume of 1% or more of listed shares for one year

Sales amount of less than 5 billion won for the latest fiscal year continues for two consecutive years

* Note: With strengthened delisting criteria under the revised KSE rules, listed companies must disclose: (a) "qualified" audit opinion received due to audit scope limitation and (b) complete loss/erosion of share capital. Previously, only "adverse" and "disclaimer" opinions needed to be disclosed.