[Last updated: 1 January 2024, unless otherwise noted]

Once a company has been listed with a primary listing on the JSE, it must publish its interim and, if applicable, quarterly reports and its annual statements within prescribed timeframes. In addition, further continuing disclosure requirements for listed companies are prescribed by the JSE's listing requirements, including general obligations of disclosure in respect of material price sensitive information, trading statements and transactions which are of a certain value or may have a certain result.

Price sensitive information: A listed company must, without delay, unless this information is kept confidential for a limited period of time, release an announcement providing details relating directly or indirectly to that company that constitutes price sensitive information. If the necessary degree of confidentiality cannot be maintained, or the issuer suspects that confidentiality has or may have been breached, in respect of price sensitive information then the company must immediately publish a cautionary announcement.

Trading statements: A listed company must publish a trading statement as soon as it is satisfied that a reasonable degree of certainty exists that the financial results for the following reporting period will differ by at least 20% from the most recent of any profit forecast previously provided to the market in relation to such period or the financial results for the previous corresponding period. Trading statements must provide specific guidance by the inclusion of the period to which it relates and the comparative numbers for the previous published period as well as a specific percentage and number (or range of percentage and numbers) to describe the differences.

Dividends and interest: The declaration of dividends, interest and other similar payments by listed companies should be announced immediately. If the company decides not to declare any dividends, interest or other similar payments and that decision is deemed to be price sensitive, the decision not to declare or make any such payment must be announced immediately after the decision has been taken.

Restatement of previously published results: where an applicant issuer restates previously published results that impact earning per share, headline earnings per share and/or the amounts presented in the statement of financial position, profit or loss and other comprehensive income, changes in equity and/or cash flows, it must submit a restatement notification to the JSE when submitting its annual financial statements and annual compliance certificate. The restatement notification must, amongst other things, contain sufficient details of the restatement, the impact of the restatement on previously published results and the reasons therefor. Previously published results include interim results, summary financial statements, condensed financial statements and annual financial statements whether published separately or as part of another document.

Interim and quarterly results: A listed company must ensure that its interim results or  are published through the JSE's SENS by no later than three months after the end of the first six-month period of the company's financial year and a 12 month period commencing on the first day of a financial year if the listed company has changed its year end (consequently resulting in a financial year longer than 12 months). In the case of listed companies that elect to voluntarily report to shareholders on a quarterly basis, the quarterly reports must be published through the JSE's Stock Exchange News Service (SENS) as soon as possible after each quarter. Quarterly reporting does not negate the required release of the interim results.

Auditors Report: A listed company's auditor must audit the company's annual financial statements and the separate annual financial statements, where the listed company is a South African company, in accordance with the International Standards on Auditing or the national auditing standards acceptable to the JSE (in the case of a foreign listed company). In addition, a listed company's auditor must audit the listed company's condensed financial statements and interim results in accordance with the International Standard on Review Engagements or national standards acceptable to the JSE (in the case of a foreign listed company).

The release of condensed financial statements, summary financial statements, annual financial statements, annual reports, interim results or quarterly results without the requisite auditors' report is strictly not permitted. Further, a listed company runs the risk of its listing being suspended for a failure to comply with the required publication of annual or interim results within the stipulated periods.

Annual financial statements: A listed company must release a publication of results dealing with either condensed financial statements or annual financial statements / summary financial statements within three months after the end of each financial year end through the SENS. Further, every listed company must distribute its annual financial statements to shareholders within three months of the end of each financial year. Where annual financial statements have not been distributed to holders of securities within three months of its financial year-end, the issuer must publish a provisional report containing provisional annual financial statements within that three-month period, even if the financial information is unaudited at that time.

Every listed company must further, within four months of the end of each financial year, and at least 15 business days before the date of the annual general meeting, distribute to all shareholders and submit to the JSE a notice of the annual general meeting (together with a weblink to the annual report) as well as the annual financial statements for the relevant financial year, which financial statements must have been reported on by such company's auditor. The annual financial statements must be distributed to shareholders, an electronic copy thereof must be submitted to the JSE for publication on the JSE's website.

Directors: A listed company, through its sponsor, without delay and no later than the end of the business day following the decision or receipt of notice detailing the changes, must notify the JSE of any change to its board of directors or company secretary, including:

• The appointment of a new director or company secretary.
• The resignation, removal, retirement or death of a director or of the company secretary.
• Changes to any important functions or executive responsibilities of a director.
• Any change in sponsor.

The changes must be announced as soon as possible and must also be included in the company's next publication of listing particulars. Where a director retires and is re-appointed at an annual or other general meeting, no notification is required as this does not result in a change to the board of directors.

A listed company must, through its sponsor, announce details of all transactions in securities relating to the company by or on behalf of:

• The directors, company secretary or a prescribed officer of the company.
• The directors and company secretary of a major subsidiary of the listed company.
• Each associate of such listed company and each major subsidiary company of that listed company.

Transactions: A listed company is required to publish an announcement, or publish an announcement together with a circular, detailing the terms of any proposed acquisitions and disposals by that listed company or its subsidiaries, depending on the value of the transaction (determined by assessing the size of the transaction relative to the market capitalization of the listed company proposing to make it).

Mineral companies: Announcements by mineral companies must comply with the SAMREC Code and the SAMVAL Code, where applicable, and must state the name of the Competent Person/Competent Valuator and that the Competent Person/Competent Valuator has approved the information in writing prior to publication. Mineral companies are required to make certain additional annual disclosures which are specified in the JSE listing requirements in relation to exploration companies, mining companies and oil and gas companies, respectively. Please refer to the JSE Listing Requirements for a more detailed overview of the requirements applicable to mineral companies.

Secondary listings: For a company that has a secondary listing on the JSE, the JSE will allow the disclosure requirements of the exchange where it has a primary listing to take precedence, subject to the following exceptions:

• The annual financial statements and any other communication with shareholders must state where the primary and secondary listing of the company's securities are.
• When the company wishes to release any information on another exchange it must ensure that the information is also released on the JSE and that the release takes place no later than the equivalent release on any other exchange.
• The company must publish, in its interim and year-end results, headline earnings per share and diluted headline earnings per share together with an itemized reconciliation between headline earnings and the earnings used in the calculation.
• The company must advise and obtain approval from the JSE with regard to the timetables for corporate actions stipulated in the relevant schedule to the listing requirements. Issuers must ensure that the JSE is notified in advance in order to ensure that the JSE can accommodate the processing of these corporate actions for shareholders on the South African share register.

In addition, a company with a secondary listing must submit to the JSE, together with its annual financial statements, details of the volume and value of securities traded on all exchanges where it has a listing (over the previous 12 months) in order for the JSE to consider the company's continued secondary listing status. If both the value and volume of securities traded on the JSE exceeded 50% of the total volume and total value of those securities traded on all exchanges where such company has a listing over the previous 12 months, then the company's listing status on the JSE in respect of those securities may be converted to a primary listing. The converse applies where both the volume and value of securities traded on the JSE over the preceding 12 months is equal to or less than 50% of those securities traded on all exchanges on which the company has a listing. Please refer to the JSE Listing Requirements for a more detailed overview of the requirements applicable to secondary listings companies.