As a result of registration of ordinary shares including in the form of American Depositary Shares (“ADSs”) under the US securities laws and the listing of ordinary shares or ADSs on the NASDAQ Stock Market (“NASDAQ”), non-US companies become subject to certain ongoing reporting and other requirements imposed by both the US Securities and Exchange Commission (the “SEC”) and NASDAQ.
This manual summarizes the primary reporting obligations and other duties imposed by the Securities Act of 1933 (the “Securities Act”), the Securities Exchange Act of 1934 (the “Exchange Act”), the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”) and other US securities laws upon a non-US company (the “Company”) as an SEC registrant and upon its officers, directors and certain of its shareholders. It also summarizes the reporting obligations and other duties that are imposed as a result of the listing of the Company’s ordinary shares or ADSs on NASDAQ.
In addition, we provide guidance on recommended best practice for compliance with the various US securities and NASDAQ regulations, and links to relevant regulatory compliance tools.
Information is current as of September 2014. This manual is a summary only of the principal US securities and NASDAQ regulations applicable to the Company. You should refer to the current definitive text of the relevant rules and forms before making decisions or using the forms to prepare any reports or filings.
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