FSCA greenlights JSE’s simplification project

We are pleased to announce that the Financial Sector Conduct Authority (FSCA) has published our approval of amendments to the JSE Listings Requirements. These amendments deal with the Simplification Project. As a result, FSCA greenlights JSE’s simplification project, marking a major regulatory milestone.

We launched the Simplification Project in September 2023. The project repositions the Listings Requirements by using plain language. It records concise regulatory objectives. It also removes ambiguity and duplication. In addition, it reduces the overall complexity of the Requirements. A significant ancillary benefit is a substantial reduction in volume. The Listings Requirements have been reduced by more than 50%.

JSE’s broader strategic drive

The simplified Listings Requirements emerged through a robust and transparent public consultation process. We received input from issuers, sponsors, investors and other market participants.

The simplified Listings Requirements will replace the previous version in its entirety. They will come into force for new applicants seeking a listing on 13 January 2026. Existing issuers will transition on 16 February 2026.

The approval and forthcoming implementation of the simplified Listings Requirements form part of the JSE’s broader strategic drive. The JSE aims to create an enabling environment. This environment attracts and retains listings. At the same time, it upholds transparency and investor protection. In this context, FSCA greenlights JSE’s simplification project as a cornerstone of market reform.

An overview of the JSE’s simplification project

The simplified Listings Requirements are easier to navigate. They are clearer in purpose. They reduce the administrative burden. Importantly, they preserve vital investor protections.

Key reforms include the following:

  • New listings

The JSE has repositioned the construct of the Pre-Listings Statement. This ensures an efficient and uniform disclosure regime. The approach aligns largely with the Companies Act and supports new listings.

  • Shareholder approval threshold

The JSE has reduced the voting threshold for share issues and buy-backs. It moved the threshold from 75% to 50%. This change aligns with international markets and makes capital raising more flexible when issuing securities.

  • Corporate governance

A new dedicated corporate governance section now crystallises the JSE corporate governance regime. This supports ease of application.

  • Financial reporting for corporate actions

The JSE has removed pro forma financial information for issues for cash and buy-backs. Instead, it emphasises a detailed narrative. This narrative explains the impact of the corporate action on the financial statements. The change leads to cost savings and simplified circular preparation.

  • Fairness opinions

In line with many international markets, the JSE has removed the requirement for a fairness opinion for related party transactions. Instead, it emphasises a fairness statement from the issuer’s independent directors. This leads to cost savings and simplified circular preparation.

  • Financial information – transactions

Also aligned with international markets, the JSE has reduced historical financial information requirements. For category 1 transactions and substantial acquisitions of a Category 1 subject or new applicant, the period reduces from three years to two years. This change leads to cost savings and simplified circular preparation.

  • Ordinary course of business

The JSE has increased the ordinary course of business threshold. For issuers in the General Segment and AltX, where shareholder approval is required, the threshold increases from 30% to 50%. This adds operational flexibility for those issuers.

  • Companies Act

The JSE has harmonised various provisions with the Companies Act. These include provisions on beneficial ownership, Pre-Listings Statement disclosures and meeting notices.

  • Property entities

The JSE has removed the obligation for valuation reports, except in limited circumstances. Investors already receive relevant property-specific disclosures.

  • Mining

The JSE has removed the pre-approval requirement. This applies to competent persons’ reports and executive summaries by the JSE Readers Panel. The change leads to cost savings and simplified circular or Pre-Listings Statement preparation.

  • SPACs

The revised framework allows greater flexibility. Special Purpose Acquisition Company (SPAC) applicants may now identify a pipeline of acquisitions before listing. This better supports capital raisings.

  • Expanded secondary listings framework

The expansion includes several changes. Applicants from all 18 approved international exchanges now qualify for the fast-track listings route. The required period of prior listing reduces from 18 months to 12 months. These changes enhance the JSE’s competitiveness as a listing jurisdiction.

A pivotal step in modernising capital markets

The FSCA’s approval of our simplified Listings Requirements marks a pivotal step in modernising South Africa’s capital markets. Alongside Market Segmentation and the expansion of the fast-track listings regime, this reform package is already strengthening our pipeline. It is also lowering barriers to listing.

At the same time, it safeguards investors through clear, fit-for-purpose regulation. We look forward to working with issuers, sponsors and market participants on the new simplified Listings Requirements.

These enhancements complement the Market Segmentation framework. The framework reduces compliance costs. It also provides flexibility for listed Main Board companies outside the FTSE/JSE All Share Index. As a result, it encourages capital formation and corporate actions within an appropriate governance setting.

The impact on the ongoing reforms to attract issuers

The FSCA approved Market Segmentation with effect from 23 September 2024. The JSE repositioned the Main Board into two segments. This delivers meaningful regulatory relief for eligible issuers. It supports capital raising, cost-effective reporting and flexible corporate actions. At the same time, it maintains robust disclosure. This approach aligns with the broader outcome where FSCA greenlights JSE’s simplification project.

Since its launch, 31 Main Board companies have migrated to the General Segment. This migration underscores its relevance and growing appeal to issuers. The JSE’s listings pipeline strengthened in 2025. New entrants reflected diverse sectors. They also signalled renewed confidence in South Africa’s capital markets.

Notable additions included ASP Isotopes, Cell C Holdings and Optasia. These listings underscore the impact of ongoing reforms to attract and retain issuers. Wider market activity across 2024 and 2025 shows increased origination and expected listings. Conditions continue to improve. This trend underscores the impact of JSE reforms in easing a prolonged period of subdued listings activity.

The new Requirements are available here. See announcements regarding Listings Requirements (December 2025).


Andre Visser | Director | Issuer Regulation | Johannesburg Stock Exchange (JSE) | mail me |





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