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Authors:
Anna Lau (Litigation partner) at Ravenscroft & Schmierer
Francesca Lee (Paralegal) at Ravenscroft & Schmierer
Joshua Chu (Solicitor) at ONC Lawyers
“I never attempt to make money on the stock market. I buy on the assumption that they could close the market the next day and not reopen it for five years.”
- Warren Buffet
INTRODUCTION
When Warren Buffet made the statement about the stock market closing down, it may be closer to reality than one can imagine. This is reflected by the fact that investors tends to gravitate towards tier 1 financial centres as they know the system will make it harder for scenario where entire companies which they have invested in can simply vanish overnight.
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COMPARISON OF MAJOR STOCK MARKETS (circa 2020 & 2021)
To understand what each stock market across the globe brings to the table, the following is a brief analysis of the various stock markets across the globe:
Hong Kong Stock Exchange (HKEx) in Hong Kong
Access to Investors: Uniquely positioned as gateway between the People’s Republic of China (“PRC”) and international markets. This unique position allow companies to have access to both Chinese investors and diverse pool of global investors, thus enjoying the unique mix of western liberal economy and Chinese money, unavailable anywhere else in the world.
Prestige: Companies setting up shop in Hong Kong will have the benefit of being based in a generally well-regarded jurisdiction due to perception of strict corporate regulations and thus making it the only Tier 1 financial hub of Asia.
Costs: Ranging from HK $100,000 to $200,000 depending on monetary value of equity securities
Procedure Barriers: Listing Department will conduct detailed vetting based on eligibility, sustainability, compliance with rules and sufficient disclosure for companies that wish to list on the Main Board.
New York Stock Exchange (NYSE) in New York, USA
Access to Investors: Having been one of the leading centres of finance for over a century, being based in New York allows access to wide range of US and other global investors.
Prestige: Listing in NYSE is often seen as being one of the most prestigious globally and companies successfully listing on the NYSE is showered with publicity in front of the global investment community. Listing on NYSE reflects company’s decision to adopt US accounting standards – giving a measure of consumer confidence. Companies from certain sectors (e.g., petroleum) also particularly value listing on NYSE because it exposes them to leading analysts and enables improved comparisons between companies.
Costs: Listing fee of $71,000 USD | Company’s total outstanding share value must exceed $100m as part of listing requirement | IPO listing at $295,000
Procedure Barriers: Requires company to have an internal audit function, corporate governance guidance, independent compensation committee and an independent nominating committee.
NASDAQ, USA
Access to Investors: NSDAQ is the first all-electronic trading exchange, which is particularly important given the fact that electronic trading is increasingly becoming the norm. Faster execution available through straight electronic trading is therefore attractive to investors and companies alike. NASDAQ also has an electronic billboard in Times Square to increase exposure for companies.
Prestige: In terms of prestige, whilst viewed to be less prestigious, less blue-chip status for the company, in comparison to NYSE or LSE, however, on NASDAQ are often seen to be more growth-oriented.
Costs: Listing fee is substantially lower than NYSE at $47,000. They also enjoy lower minimum requirements than NYSE as well, with a requirement that the business must have earned over $11m in past three years – allowing entry of smaller sized companies.
Procedure Barriers: A key advantage NASDAQ hold over the NYSE is that it does not carry the procedural barriers of the NYSE.
London Stock Exchange (LSE) in London, United Kingdom
Access to Investors: The LSE is the largest stock exchange in Europe and the world’s most internationally-focused. With access to wide range of global investors, companies have significant levels of media coverage, research and announcements. Companies listed on the LSE have significant levels of media coverage, research, and announcements.
Prestige: Being one of the world’s oldest (longest running) stock exchanges, LSE offers various routes to market for UK and international companies resulting in the general perception of greater prestige. Further, LSE is well-known for high standards of regulation resulting in significantly improved consumer confidence.
Costs: LSE intends to remove cost and regulatory barriers from capital markets through partnerships to international exchanges in Asia and Africa.
Procedure Barriers: Deregulation in 1986 and introduction of electronic trading makes the process of listing much more efficient and faster. Benefit of accessing real-time pricing, deep pools of capital, and benchmarking upon listing on LSE.
Shanghai Stock Exchange (SSE) in Shanghai, PRC
Access to Investors: Provides the most direct access to wide Chinese market and multitude of Chinese investors (being located inside China). Listing on the SSE provides exposure and access to varied capital networks worldwide. However, the is generally not well-regarded as foreign investors need to qualify as an Foreign International Investor to be able to invest in companies listed to the SSE.
Prestige: Whilst endeavouring to rise, the SSE is not particularly prominent amongst Asian stock exchanges, overshadowed by HKex, SGx and KRX. This is largely due to its fairly short history as well in comparison to other exchanges; seen to be speculative and volatile as SSE is dominated by retail investors, though with significant potential as the SSE continues to mature.
Procedure Barriers: The SSE is known for its many restrictions put in place by the government; application process averaging out 9 to18 months. There are also a restriction where a candidate’s intangible assets must account for not more than 20% of the company’s total assets, which is particularly unfavourable for internet/e-commerce entities.
The Tokyo Stock Exchange (TSE) in Tokyo, Japan
Access to Investors: The TSE provides unique access to Japanese investors to enhance corporate profile and credibility in Japan, which allows for strategic alliance with Japanese corporations.
Prestige: Often times seen as decently prestigious, the TSE boasts hosting Japanese giants such as Toyota, Honda, and Mitsubishi, all of which have a global presence.
Costs: The cost of listing lower than HKex or SGx Catalist. Thus, low IPO costs and high IPO valuation.
Procedure Barriers: TSE offers trading information, real-time and historical index quotes, market statistics, and information about and from specialists.
Euronext, European Union
Access to Investors: Uniquely position to provide access to the European market and European investors.
Prestige: Having access to an entire continent, it is the largest stock exchange in Europe and the sixth largest in the world.
Procedure Barriers: Companies on Euronext (Paris) are subject to periodic disclosure of financial reports, ongoing disclosure obligations, and supervision under the AMF. Process of listing is secured and straightforward, taking as little as 48 hours to complete.
National Stock Exchange (NSE), India
Access to Investors: Trading platform extends across the length and breadth of India and the Indian sub-continent providing access to a market with significant growth potential. The NSE supports more than 181,524 terminals through VSAT-based connectivity to support range of transactions. It is known for featuring high transaction speeds.
Prestige: Being the leading stock exchange in India, it is the 3rd largest in the world in terms of number of equity trades. The NSE covers 12 sectors of the Indian economy and is the first exchange in India to provide a modern, fully automated electronic trading.
Costs: Initial listing fee of ₹50,000 (USD $683), and costs increase from thereon.
Procedure Barriers: Automated trading system ensures consistency and transparency which encourages greater transactions, which is beneficial for the company.
Korea Exchange (KRX), South Korea
Access to Investors: Uniquely positioned to provide access to range of South Korean investors. Since mid-2000’s, the KRX in South Korea has also been known to have actively promoted inbound IPOs from foreign nations and as a result the KRX has become more popular amongst overseas multinational companies, a mechanism of which resulted in attracting international investors to South Korea.
Prestige: As the South Korean economy expects a high growth rate (and by comparison to the surrounding region is considered by many as stable), the market is generally well-respected. The KRX is also one of the most liquid markets in the East Asian region with many companies having successfully launched their IPOs there. It has a strong reputation and have signed various Memorandum of Understanding with other global stock exchanges (thus enhancing mutual cooperation)
Costs: The listing requirement (in terms of financial performance) is at least KRW 5 billion (which is approximately USD5Million) with various alternative financial requirements which will need to be satisfied before a candidate is deemed fit for listing.
Procedure Barriers: All listing documents must be written in Korean with general qualitative assessment (e.g. demonstration of stability, growth potential, transparency, publication of legal disputes, etc.) being required.
Johannesburg Stock Exchange (JSE), South Africa
Access to Investors: Uniquely poised to provide access to African and global investors.
Prestige: It is one of the top 20 stock exchanges globally in terms of market capitalization and is considered to be a gateway to investing in quality listed African companies. As such, the JSE acts as a hub in the centre of the South African economy.
Costs: All new listings subject to documentation fee of R72,526.32, with additional fees necessary for Mining and REIT companies, with added costs based on size of company, etc.
Procedure Barriers: A unique feature is that capital raised by a candidate company in South Africa is completely free in transferability and does not need to be applied locally. However, as shares are traded in ZAR, investment listed on the JSE does not require the use of foreign asset allowance pursuant to South Africa’s foreign exchange regulations.
CONCLUSION
In summary, each stock exchange has a unique strategic disposition. Companies exploring which jurisdiction to list at should make the following strategic consideration:
HKex: The HKex has the geopolitical advantage of connecting China and international markets, which enables companies to benefit from the profitable Chinese market and other global investors upon listing.
NYSE: Listing on the NYSE provides the primary benefit of publicity — providing significant media coverage and representing a company’s decision to adopt US accounting standards and subject itself to leading analysts, therefore allowing for comparisons to be made with other companies and heightening its US profile.
NASDAQ: Despite being a longstanding and popular market, the NASDAQ has lower listing fees, IPO listing, and lower minimum financial requirements that companies must satisfy, which encourages newer and smaller companies to list on the market.
LSE: The LSE is highly prestigious due to its large scale, long history, and reputation for having high regulatory standards.
SSE: Though the SSE is small and restricted, it offers access to the wide Chinese market and multitude of Chinese investors.
TSE: At a fairly low cost of listing, the TSE offers unique access to Japanese investors that allows companies to enhance their corporate profile and credibility in the area, thereby providing opportunities for expansion and strategic alliance with Japanese corporations, many of which are large and well-known.
Euronext: Companies listed on Euronext are subject to a variety of regulatory mechanisms, such as disclosure of financial status, other disclosure obligations, and strict supervision of the AMF which creates an opportunity to constantly review company structure and culture, thus developing the company’s reputation.
NSE: The NSE is the leading stock exchange in India whose primary advantage for companies lies in its wide access to investors due to its extensive and high-speed automated electronic trading platform.
KRX: The KRX is best known for its prestige and credibility. Not only does the Korean economy have a high expected growth rate, but the KRX is also known as one of the most liquid markets in Asia and cooperates with other global stock exchanges, thus increasing its reliability.
JSE: The main benefit of listing on the JSE is that there are very few procedural barriers for investors to invest in African companies, and African companies can also freely transfer the capital they raise overseas.