[Last updated: 1 January 2024, unless otherwise noted]
For all companies seeking a listing:
- The expected aggregate market value of all securities (excluding treasury shares) to be listed must be at least €1 million (approx. US$1.11 million).
- The company must have sufficient working capital for the group's requirements for at least 12 months from the date on which the prospectus relating to the listing is published.
Euronext Dublin (previously the MSM) has two types of listing: primary and secondary. A primary listing requires the listed company to comply with the Listing Rules (including their corporate governance requirements) in full. An Irish company with a primary listing elsewhere, or an overseas company, may instead seek a secondary listing, which only requires the company to comply with certain minimum standards. Euronext Dublin does not make any specific distinction between a premium and standard listing, though the implications of opting for a primary or secondary listing are similar to the premium/standard listing distinction in practice.
[Last updated: 1 January 2024, unless otherwise noted]
Share price. There is no minimum closing or offering price for shares to be listed.
Distribution. To list its securities, a company must have a minimum of 25% of the class of shares to be listed distributed to the public in one or more European Economic Area (EEA) member states.
Accounting standards. For a company incorporated in a EEA member state, the accounts should generally be prepared under IFRS. For an issuer incorporated outside the EEA, the accounts should be prepared either under IFRS, or under US, Japanese, Chinese, Canadian or South Korean GAAP or, for financial periods starting before 1 April 2016, Indian GAAP.
Financial statements. The prospectus must generally include audited historical financial information for the last three financial years, and any quarterly or half-yearly financial information published since the date of the last audited financial statements. In addition, the audit reports for all relevant periods must be included in full.
Operating history. An operating history of three years is generally required.
Management continuity. No specific period of continuity of management is generally required, although a company seeking a premium listing must provide historical financial information representing at least 75% of its business over a three-year period.
[Last updated: 1 January 2024, unless otherwise noted]
Listing involves the Central Bank of Ireland (CBI) reviewing the prospectus and Euronext Dublin admitting the shares to trading. The following is a fairly typical process and timetable for a listing of a foreign issuer on Euronext Dublin.
[Last updated: 1 January 2024, unless otherwise noted]
A company with a primary listing of shares must comply with the UK Corporate Governance Code and the Irish Corporate Governance Annex or explain and justify why it has not done so. This consists of principles of good governance, dealing with the following areas:
- Board Leadership and Company Purpose.
- Division of Responsibilities.
- Composition, Succession and Evaluation.
- Audit, Risk and Internal Control.
- Remuneration.
The UK Corporate Governance Code and the Irish Corporate Governance Annex also include provisions relating to board and committee structure and the independence of directors.
A foreign company with a primary listing must state in its annual report whether or not it has complied with the corporate governance requirement of its country of incorporation and the significant ways those corporate governance practices differ from those set out in the UK Corporate Governance Code and/or the Irish Corporate Governance Annex.
[Last updated: 1 January 2024, unless otherwise noted]
A company seeking to list must pay both initial listing fees and annual fees to Euronext Dublin, calculated according to market capitalization. Initial fees for a company with a market capitalization of €100 million (approx. US$110.50 million) would be approximately €100,000 (approx. US$110,500). Additional shares listed subsequently will generally require additional payments at 90% of the scale for the initial fees subject to some exceptions for non-chargeable events. The annual fees for a company with a market capitalization of €100 million (approx. US$110.50 million) would be approximately €7,000 (approx. US$7,735). The company will also incur printing costs for the production of the prospectus and costs for legal and accounting advice, sponsors and other service providers.