[Last updated: 1 January 2024, unless otherwise noted]
To qualify for listing with the Philippine Stock Exchange (PSE), a company must comply with the following requirements:
Profits Test - Subject to certain exceptions, (i) cumulative net income, excluding non-recurring items, of at least PHP 75,000,000 (approximately US$1.36 million) for three full fiscal years immediately preceding the application for listing; and (ii) a minimum net income of PHP 50,000,000 (approximately US$905,000) for the most recent fiscal year.
Operating history - At least three years prior to its application for listing.
Minimum Number of Shareholders - At least 1,000 shareholders, each owning shares equivalent to at least one board lot.
[Last updated: 1 January 2024, unless otherwise noted]
Operating history. The applicant company must have an operating history of at least three years prior to its application for listing.
Minimum free float. The minimum offering to the public for initial listing shall be based on the following schedule:
Market capitalization |
Public offer |
Not exceeding PHP 500 million (approx. US$9.05 million) |
33% or PHP 50 million (approx. US$905,000), whichever is higher |
Over PHP 500 million to PHP 1 billion (approx. US$9.05 million to US$18.1 million) |
25% or PHP 100 million (approx. US$1.81 million), whichever is higher |
Over PHP 1 billion (approx. US$18.1 million) |
20% or PHP 250 million (approx. US$4.53 million), whichever is higher |
Financial statements. Audited consolidated financial statements for the last three full fiscal years preceding the filing of the application, accompanied by an unqualified external auditor's opinion, plus the interim financial statements as of the fiscal quarter immediately preceding the filing of the listing application should be submitted. The issuer’s annual financial statements must be prepared in accordance with IFRS or other internationally recognized accounting standards.
Shareholders' Equity. The applicant company must have a stockholders’ equity of at least PHP 25,000,000 (approximately US$452,500) in the fiscal year immediately preceding the filing of the listing application.
Escrow; lock-up. Lock-up requirements for certain pre-IPO investors are mandated under the PSE Listing Rules.
Clearing and settlement. All securities must be cleared and settled through the Securities Clearing Corporation of the Philippines, a wholly-owned subsidiary of the PSE, organized primarily as a clearance and settlement agency.
Additional requirement. The applicant company is required to electronically lodge its registered securities with the Philippine Depository Trust Corp. (PDTC), or any other entity duly authorized by the SEC, without any jumbo or mother certificate in compliance with the Securities Regulations Code.
[Last updated: 1 January 2024, unless otherwise noted]
The indicative process and timeline for listing a company in the PSE is as follows.
[Last updated: 1 January 2024, unless otherwise noted]
Requirements / Recommendations for a company listed on the PSE include:
It is recommended that the company appoint an Audit Committee and a Corporate Governance Committee to comply with government requirements.
[Last updated: 1 January 2024, unless otherwise noted]
A company seeking to list must pay both initial listing and annual fees. The initial listing fee for the Main Board is dependent upon the computed market capitalization (MCap) of the issuer, which is computed by multiplying the total number of shares applied for with the offer price. If the MCap is PHP 15 billion (approx. US$271.50 million) or below, the fee is 1/10 of 1% of the MCap but not lower than PHP 500,000 (approx. US$9,050). If the MCap is greater than PHP 15 billion, the fee is PHP 15 million (approx. US$271,500) + 1/20 of 1% of the excess over the PHP 15 billion MCap. Other costs include processing fees payable to the Philippine Stock Exchange of PHP 50,000 (approximately US$905) in addition to other incidental expenses. Additional Listing Fees are also imposed on the application for additional listing of securities.
The annual listing maintenance fee ranges from a minimum of PHP 250,000 (approx. US$4,525) to a maximum of PHP 2 million (approx. US$36,200) for those listed in the Main Board, and from a minimum of PHP 50,000 (approx. US$905) to a maximum of PHP 250,000 (approx. US$4,525) for those listed in the SME Board.