The SGX–Nasdaq Dual Listing Bridge: Accessing International Capital
Companies seeking global capital, investors and liquidity across the United States (US) and Asia may soon explore a new route.
The Singapore Exchange (SGX) and Nasdaq have announced plans to establish a dual listing bridge, to allow companies to list in the US and Singapore concurrently through a streamlined process.
The Global Listing Board (GLB), a new listing board for companies that intend to list in Singapore under the dual listing bridge, is set to launch in mid-2026. Companies with a market capitalisation of S$2 billion and above will be eligible to be listed on the GLB.
On 9 January 2026, the Monetary Authority of Singapore (MAS) released a consultation paper on proposed amendments to the Securities and Futures Act 2001 (SFA) and draft regulations that cater to the dual listing bridge. The regulatory proposals are intended to reduce friction for issuers seeking a concurrent initial public offering (IPO) in the US and Singapore through the dual listing bridge, while preserving investors’ recourse and MAS’ ability to act on disclosure-related breaches and market misconduct.
Streamlined disclosure requirements
Currently, a concurrent listing on SGX and a foreign exchange would generally require complying with varying requirements in both jurisdictions, including, for example, preparation of two sets of offer documents that cater to different disclosure requirements.
To facilitate the use of one set of offer documents under the dual listing bridge, MAS has proposed to streamline disclosure requirements by incorporating certain US disclosure requirements into the GLB regime. The proposed regulations include, amongst others:
a GLB issuer’s Singapore prospectus must contain the information required to be disclosed in the prospectus component of the US registration statement, with incorporation by reference available where US rules permit; and
for follow-on offers, GLB issuers would be able to use an offer information statement that has been lodged with MAS and satisfies US disclosure requirements, rather than the current form and content requirements under the SFA.
Issuers must still ensure that the prospectus contains all information that investors and their professional advisers would reasonably require to make an informed assessment of the matters specified in section 243(3) of the SFA.
Harmonised offering timelines
To assist GLB issuers in coordinating concurrent offerings in the US and Singapore, MAS has also proposed adjustments to the prospectus registration timeline for GLB offerings – the prospectus may be registered at any time after lodgement of the preliminary prospectus, without being subject to the current minimum seven-day exposure period. This enables the Singapore prospectus registration to be better aligned with the point at which the US registration statement becomes effective, reducing friction for concurrent offerings across both markets.
Safe harbours for GLB issuers and relevant persons
Under the consultation, MAS has proposed to introduce certain “safe harbours” available in the US. The safe harbours will allow GLB issuers and other relevant persons to undertake the following trading-related activities that are conducted primarily outside Singapore, without risking criminal or civil liability under Part 12 of the SFA:
Make forward-looking statements: GLB issuers and relevant persons who make forward-looking statements that satisfy the conditions of the corresponding US safe harbour would not be exposed to civil liability under sections 199, 200, 201(c) and 201(d) of the SFA. These sections relate to the making of false or misleading statements, fraudulent inducement to deal in securities, and material omissions, amongst others. This safe harbour however does not operate as a defence to criminal liability under the said sections of the SFA.
Conduct on-market share repurchases: Repurchases of common stock of a GLB issuer that meet the conditions under the corresponding US safe harbour set out in Rule 10b-18 of the US Exchange Act of 1934 (USEA) would not be exposed to civil and criminal liability under sections 197, 198, 201(a) and 201(b) of the SFA. These sections relate to false trading, market manipulation, fraudulent or deceptive acts, amongst others.
Execute pre-determined trading plans: the third safe harbour applies to trades executed under pre-existing trading plans that meet the eligibility criteria and conditions of Rule 10b5-1(c) of the USEA, and is a defence to civil and criminal liability under sections 218(2) and 219(2) of the SFA. These sections relate to insider trading, amongst others.
The three safe harbours would not apply where there is fraud or dishonesty. In all cases, MAS and other authorities in Singapore would retain full discretion to investigate and take enforcement actions, and Singapore investors would continue to have recourse under the SFA where the conditions of the safe harbours are not met.
Broader regulatory changes applicable to offers in general
Broader regulatory changes that would apply to all offers have also been proposed by MAS and are under consultation:
Earlier engagement with retail investors: all issuers would be able to engage retail investors on the basis of the preliminary prospectus after lodgement (instead of after registration by MAS), subject to safeguards such as clear cautions that the preliminary prospectus is subject to change and restrictions on making offers based on the preliminary prospectus. This would allow the timing of retail engagement in Singapore to be better aligned with US practice.
Clearer treatment of sponsored depositary receipts: for sponsored depositary receipts, the issuer of the underlying instrument (rather than the depositary bank) would be treated as the issuer/ offeror for Singapore prospectus and liability purposes, ensuring that investors receive information on, and have recourse against, the underlying issuer. MAS has also announced its intent to prescribe sponsored American Depositary Receipts (ADRs) specifically, given the likelihood of sponsored ADRs being offered in connection with US–Singapore dual listings.
What this means for potential GLB issuers
The GLB is poised to be a compelling dual-listing avenue for established companies to access global capital and investors. In particular, the proposed regulatory framework:
supports a streamlined documentation and disclosure process in the US and Singapore, reducing costs, duplication and timing frictions that typically arise in conventional dual listings in different jurisdictions; and
provides greater certainty and assurance around forward-looking disclosures, on-market share repurchases and pre-arranged trading plans, through GLB-specific safe harbours.
Further developments
Following on the heels of the proposed dual listing bridge, MAS and SGX have also announced the introduction of streamlined prospectus requirements under the secondary listing framework for companies listed on the Shenzhen Stock Exchange (深圳证券交易所) and the Shanghai Stock Exchange (上海证券交易所). Taken together, these recent moves signal commitment towards enhancing Singapore’s attractiveness as an IPO destination, and the reimagined frameworks for cross-border listings could serve as meaningful precedents for capital markets integration.
If you would like to explore how these developments could benefit your listing plans, please get in touch.