A Catalist listing is often the first time a growing Singapore company opens its records to a team of outside professionals all at once. The full sponsor, the lawyers on both sides, the reporting accountants and often valuers and industry consultants will read the company’s history line by line. The data room is where that happens and where the evidence for every statement in the offer document ends up.
This guide explains what the sponsor’s team reviews, how verification works and how to organise the room so the process stays on schedule.
How Catalist differs from the Mainboard
| Catalist | Mainboard | |
|---|---|---|
| Admission test | Full sponsor assesses suitability | Quantitative criteria on profit, market value or revenue |
| Who leads due diligence | Full sponsor | Issue manager |
| Offer document | Lodged with SGX as agent for MAS | Prospectus lodged with and registered by MAS |
| After listing | Continuing sponsor supervises compliance | Company deals with SGX RegCo directly |
| Typical issuers | Growth companies, regional SMEs | Established companies, larger groups |
For the Mainboard process, see the SGX Mainboard IPO use case; the SGX listing rules page covers both boards.
What the sponsor’s team reviews
The ABS Listing Due Diligence Guidelines describe the scope of due diligence that issue managers and sponsors are expected to carry out. In practice the review covers the following areas, each led by a different adviser.
Who reviews what
- SponsorBusiness, management, suitability, offer document as a whole.
- Legal advisersCorporate records, contracts, licences, litigation, property.
- Reporting accountantsTrack record financials, internal controls, forecasts.
- Valuers and expertsProperty valuations, industry reports.
- Company teamAnswers, source documents, management confirmations.
Core due diligence areas
- Corporate structure, constitutions and share history for every group entity
- Directors, executive officers and controlling shareholders: questionnaires and backgrounds
- Business model, customers, suppliers and material contracts
- Audited financial statements for the track record period
- Internal controls and any reported weaknesses
- Licences, permits and regulatory compliance in every country of operation
- Properties owned and leased, with valuations where material
- Intellectual property and technology
- Litigation, claims and investigations
- Interested person transactions and potential conflicts
- Use of proceeds and working capital
- Moratorium arrangements for pre-IPO shareholders
Interested person transactions get special attention
Transactions between the company and its directors, controlling shareholders or their associates are a frequent focus. The sponsor will want each one listed, explained and, where it continues after listing, structured to comply with the Catalist Rules. Put them in their own folder.
Verification: tying every statement to a source
Statements in the offer document carry liability. Before lodgement, the lawyers run a verification exercise: each material statement is checked against a source document, and the source is recorded. This is far easier when every source already sits in the data room with a stable reference.
A verification folder linked to the offer document
- 12.1 Verification notesMaster schedule, statement by statement
- 12.2 Business section sourcesContracts, customer data, industry report extracts
- 12.3 Financial sourcesAudited accounts, reporting accountants' work
- 12.4 Risk factorsEvidence for each risk described
- 12.5 Directors and managementSigned questionnaires and confirmations
- 12.6 Final versionsLocked copies as lodged
A listing data room plan
Permissions by firm
| Folder | Sponsor | Issuer counsel | Sponsor counsel | Reporting accountants | Valuers |
|---|---|---|---|---|---|
| Corporate records | Download (watermarked) | Full | Download (watermarked) | View | None |
| Financial statements | Download (watermarked) | Download (watermarked) | Download (watermarked) | Full | View |
| Material contracts | Download (watermarked) | Full | Download (watermarked) | View | None |
| Properties | Download (watermarked) | Full | Download (watermarked) | View | Download (watermarked) |
| Directors' questionnaires | View | Full | View | None | None |
| Verification | Download (watermarked) | Full | Full | View | None |
A listing room is busier than most M&A rooms. Expect hundreds of uploads a week near the end, many versions of the same documents and dozens of users. Three settings matter: permissions by firm, version control so only the current draft is live, and an audit trail that shows who reviewed what.
Timeline
Indicative Catalist timeline
- Months 1 to 2ReadinessAppoint sponsor and advisers, restructure the group if needed, open the room.
- Months 2 to 5Due diligenceLegal and financial review, track record audit, offer document drafting.
- Months 5 to 6VerificationStatements tied to sources; final reviews.
- Lodgement onwardListingLodge with SGX, respond to queries, register, launch and list.
Timelines vary widely with group complexity, the state of the records and market conditions. Groups with subsidiaries across Southeast Asia need more time for local legal due diligence and translations.
Prepare the company for sponsor due diligence
- Clean the group structureRemove dormant entities and fix share history before the sponsor starts.
- Get the track record auditedAgree the audit scope and timetable with the reporting accountants early.
- Collect every licenceFor each entity and country, with renewal dates.
- List interested person transactionsEvery arrangement with directors, controlling shareholders and associates.
- Open the room by firmSet permission groups for each adviser before the kick-off meeting.
- Plan verification from day oneGive every source document a stable reference so the notes can point to it.
Choosing a room for a listing
Listing work needs strong permissions, version control, Q&A and an audit trail, and the security documents your sponsor’s compliance team will ask for. These rooms lead our ranking; the Catalist use case re-weights them for listings.
Rooms for listing due diligence
| Data room | Score | Price (SGD) | Trial | Certifications | Q&A workflow | Redaction | Folder upload | SSO |
|---|---|---|---|---|---|---|---|---|
 Ellty | 9.2 | ~S$191/mo | 14-day free trial | SOC 2 (hosting) | Yes | No | Yes | No |
 iDeals | 8.6 | On quote | Free trial | SOC 2, ISO 27001, GDPR | Yes | Yes | Yes | Yes |
 Datasite | 8.5 | On quote | Demo on request | SOC 2, ISO 27001, GDPR | Yes | Yes | Yes | Yes |
 Ansarada | 8.5 | On quote | Free trial | SOC 2, ISO 27001 | Yes | No | Yes | Yes |
 Firmex | 8.3 | On quote | Free trial | SOC 2, ISO 27001 | Yes | Yes | Yes | No |
 Drooms | 8.2 | On quote | Demo on request | SOC 2, ISO 27001, GDPR | Yes | Yes | Yes | No |
 Intralinks | 8.1 | On quote | Demo on request | SOC 2, ISO 27001 | Yes | Yes | Yes | Yes |
 Box | 8.0 | ~S$19/user/mo | Free trial | SOC 2, ISO 27001, HIPAA, GDPR | No | No | Yes | Yes |
SGX publishes the Catalist Rules on its rulebook site.
Questions people ask
Does Catalist have financial requirements?
There is no minimum profit, revenue or market value test. The full sponsor assesses whether the company is suitable to list, taking into account its business, management and financial position.
Who does due diligence for a Catalist IPO?
The full sponsor leads, supported by legal advisers to the issuer and the sponsor, reporting accountants, and valuers or industry experts where needed.
What are the ABS Listing Due Diligence Guidelines?
Guidance issued by the Association of Banks in Singapore on the due diligence expected of issue managers and sponsors in a listing.
How long does a Catalist listing take?
Often around six months from appointing the sponsor to listing, longer for complex groups or if restructuring is needed.
Can the data room be used after listing?
Yes. Many companies keep it for board records and for the continuing sponsor's supervision.