Cross-listings of Malaysian Real Estate Investment Trusts in Hong Kong

On July 23, 2026, the Securities and Futures Commission ("SFC") and the Securities Commission Malaysia ("SC") entered into a Memorandum of Understanding Concerning Mutual Recognition of Covered Funds, and Simplified Dual IPO Listing Framework. For the purposes of this circular, Malaysian REIT refers to a real estate investment trust domiciled in Malaysia, listed on Bursa Malaysia Main Market, and eligible for SFC authorisation under the MRF, while Malaysian REIT Manager denotes the eligible management company responsible for overseeing such REITs.

Operational Principles

The MRF operates on specific principles for SC-approved Malaysian REITs seeking SFC authorisation for public offering in Hong Kong. These REITs must meet eligibility requirements, remain approved by the SC for retail offering in Malaysia, and operate under Malaysian laws and constitutive documents. The offering in Hong Kong must comply with local laws, and the Manager must ensure fair treatment for investors in both jurisdictions regarding protection, rights, and information disclosure. Ongoing disclosure must be made available to investors in both jurisdictions simultaneously, subject to public holiday differences.

Eligibility and Listing Criteria

Malaysian REITs must be domiciled in Malaysia, approved by the SC under section 214(1) of the Capital Markets and Services Act 2007, and primarily listed on Bursa Malaysia. They must demonstrate a minimum market capitalisation of HK$3 billion at SEHK listing, with a five-year track record of good regulatory compliance, though waivers may apply for well-established entities. Trading activity should primarily occur outside Hong Kong post-listing. Listing requirements include an adequate spread of holders (minimum 300), with no more than 50% of public securities held by the three largest unitholders, and a minimum public market value of HK$125 million. Introduction listings require effective liquidity arrangements, such as dealer appointments or market-making features.

Manager and Trustee Requirements

Management must be undertaken by a Malaysian REIT Manager licensed by the SC under section 58(1) of the CMSA, who must provide records to the SFC upon request and avoid major regulatory actions in the past three years. The REIT must appoint a trustee/custodian qualified and approved by the SC, which is prudentially regulated. An independent property valuer must conduct valuations to standards comparable to HKIS or International Valuation Standards, and financial statements must be audited by a firm meeting Hong Kong or internationally recognised PIE Auditor standards, independent of the Manager and Trustee.

Ongoing Compliance and Disclosure

REITs must comply with paragraphs 16–36 and Annex A of this circular. An approved person must be nominated to receive SFC notices. The REIT must remain SC-approved and primarily listed in Malaysia, with the Manager maintaining their SC licence. Changes affecting eligibility require SFC approval, and the Manager must notify both the SC and SFC promptly. In the event of a breach of Malaysian laws or circular requirements, the Manager must report to the SFC and rectify the issue immediately. If eligibility ceases, offering in Hong Kong must stop without prior SFC approval, and authorisation may be withdrawn or modified by the SFC at any time.

Offering and Application Process

Offers in Hong Kong must be conducted by SFC-licensed intermediaries complying with the SFO. Offering documents must be clear, accurate, and disclose waivers, differences in Malaysian vs. Hong Kong laws (rights, director powers, buy-out circumstances), and tax obligations. Documents must be in English and Chinese. Simultaneous listing allows use of SC-registered documents supplemented by a Hong Kong covering document. The REIT Manager must ensure concurrent disclosure of financial reports and announcements. Application fees apply, and applicants should consult the SFC early. A certificate from the SC confirming eligibility is mandatory for SFC take-up, with a streamlined timeline anticipating a decision within four weeks.