Cross listing



Cross-listing (or multi-listing, or interlisting) of
shares In financial markets, a share is a unit of equity ownership in the capital stock of a corporation, and can refer to units of mutual funds, limited partnerships, and real estate investment trusts. Share capital refers to all of the shares of a ...
is when a firm lists its equity shares on one or more foreign
stock exchange A stock exchange, securities exchange, or bourse is an exchange where stockbrokers and traders can buy and sell securities, such as shares of stock, bonds and other financial instruments. Stock exchanges may also provide facilities for the ...
in addition to its domestic exchange. To be cross-listed, a company must thus comply with the requirements of all the stock exchanges in which it is listed, such as filing. Cross-listing should not be confused with other methods that allow a company's stock to be traded in two different exchanges, such as: * Dual listed companies, where two distinct companies (with separate stocks listed on different exchanges) function as one company. *
Depositary receipt A depositary receipt (DR) is a negotiable financial instrument issued by a bank to represent a foreign company's publicly traded securities. The depositary receipt trades on a local stock exchange. Depositary receipts facilitates buying shares in f ...
s, which are only a representation of the stock, issued by a third-party bank rather than by the company itself. However, in practice the two terms are often used interchangeably. * ''Admitted for trading'', where a foreign share is accessible in a different market through an exchange convention and not actually registered within that different market. Generally such a company's primary listing is on a stock exchange in its country of incorporation, and its secondary listing(s) is/are on an exchange in another country. Cross-listing is especially common for companies that started out in a small market but grew into a larger market. For example, numerous large non-U.S. companies are listed on the
New York Stock Exchange The New York Stock Exchange (NYSE, nicknamed "The Big Board") is an American stock exchange in the Financial District of Lower Manhattan in New York City. It is by far the world's largest stock exchange by market capitalization of its listed c ...
NASDAQ The Nasdaq Stock Market () (National Association of Securities Dealers Automated Quotations Stock Market) is an American stock exchange based in New York City. It is the most active stock trading venue in the US by volume, and ranked second ...
as well as on their respective national exchanges such as
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Enbridge Enbridge Inc. is a multinational pipeline and energy company headquartered in Calgary, Alberta, Canada. Enbridge owns and operates pipelines throughout Canada and the United States, transporting crude oil, natural gas, and natural gas liquids. ...
, Equinor,
Ericsson (lit. "Telephone Stock Company of LM Ericsson"), commonly known as Ericsson, is a Swedish multinational networking and telecommunications company headquartered in Stockholm. The company sells infrastructure, software, and services in infor ...
Nokia Nokia Corporation (natively Nokia Oyj, referred to as Nokia) is a Finnish multinational telecommunications, information technology, and consumer electronics corporation, established in 1865. Nokia's main headquarters are in Espoo, Finland, ...
Toyota is a Japanese multinational automotive manufacturer headquartered in Toyota City, Aichi, Japan. It was founded by Kiichiro Toyoda and incorporated on . Toyota is one of the largest automobile manufacturers in the world, producing about 10 ...
Sony , commonly stylized as SONY, is a Japanese multinational conglomerate corporation headquartered in Minato, Tokyo, Japan. As a major technology company, it operates as one of the world's largest manufacturers of consumer and professional ...

Difference with Depository Receipts

Depository Receipts (DR) are instruments derived from another underlying instrument while Multi-listed instruments represent the actual stock of a company. DR are convertible back to ordinary shares, following a process dependent upon the sponsoring facility that created the instrument. Ownership of a DR does not convey the same rights as a direct holder of equity shares, but in most cases the DR is convertible back into the original instrument through a process of conversion. The DR receive a different ISIN number, recognizing that they are not the same fungible instrument as the underlying stock. Popular DR include
American Depositary Receipt An American depositary receipt (ADR, and sometimes spelled ''depository'') is a negotiable security that represents securities of a foreign company and allows that company's shares to trade in the U.S. financial markets. Shares of many non-U.S ...
s (ADR), European Depositary Receipts (EDR),
global depository receipt A global depository receipt (GDR and sometimes spelled ''depositary'') is a general name for a depositary receipt where a certificate issued by a depository bank, which purchases shares of foreign companies, creates a security on a local exch ...
s (GDR, also referred to as international depository receipts), and Global Registered Shares (GRS). Multi listed or cross-listed shares, by contrast, are technically the same financial instrument. Fungibility is a concern across markets. For example, shares of IBM cannot be purchased on NYSE and sold, same-day, on the London Stock Exchange, even though IBM is cross listed in both markets. There is a re-registration process that must occur to move the number of outstanding shares from one jurisdiction to the other. This is primarily due to market inefficiencies and structures required to maintain the integrity of registered shares within specific jurisdictions (typically regulatory driven). When a company decides to cross-list, the stock is ''technically'' fungible between exchanges. Royal Dutch Shell, IBM, and Siemens are all examples where the same issue is traded in multiple markets. However, in Frankfurt and Paris, they are traded in EUR, London in GBP, and on NYSE in USD. Prices are subject to local market conditions, as well as FX fluctuations and are not kept in perfect parity between markets. They tend to be more liquid than ADRs, GDRs and those types of conventions. While 'technically' fungible, these separate primary listings (they would all be considered 'primary' listings) are subject to re-registration which creates significant settlement risk if an investor wants to buy on one exchange and sell in another (especially where the currencies differ).

Difference with admitted for trading

Shares traded in a true cross listing / multi listed scenario are processed, matched and settled via the market mechanisms specific to the local exchange. In this regard, even though shares of IBM bought on NYSE and shares of IBM purchased on LSE are technically the same instrument, those purchased on NYSE will settle via the mechanisms associated with NYSE and the DTCC in the United States. Those shares purchased on the LSE will settle via the mechanisms of the LSE and CREST in the United Kingdom. Shares 'admitted for trading', such as IBM listed via ARCA in Frankfurt, will settle via DTCC. It is important to note that IBM is also cross-listed in Frankfurt, in which case, those transactions will settle via the local German market processes.

Motivations for cross-listing

The academic literature has identified a number of different arguments to cross-list abroad in addition to a listing on the domestic exchange. Roosenboom and Van Dijk (2009) distinguish between the following motivations: * Market segmentation: The traditional argument for why firms seek a cross-listing is that they expect to benefit from a lower cost of capital that arises because their shares become more accessible to global investors whose access would otherwise be restricted because of international investment barriers. * Market liquidity: Cross-listings on deeper and more liquid equity markets could lead to an increase in the liquidity of the stock and a decrease in the cost of capital. * Information disclosure: Cross-listing on a foreign market can reduce the cost of capital through an improvement of the firm's information environment. Firms can use a cross-listing on markets with stringent disclosure requirements to signal their quality to outside investors and to provide improved information to potential customers and suppliers (for example, by adopting US GAAP). Also, cross-listings tend to be associated with increased media attention, greater analyst coverage, better analysts’ forecast accuracy, and higher quality of
accounting Accounting, also known as accountancy, is the measurement, processing, and communication of financial and non financial information about economic entities such as businesses and corporations. Accounting, which has been called the "language ...
information. * Investor protection ("bonding"): Recently, there is a growing academic literature on the so-called "bonding" argument. According to this view, cross-listing in the United States acts as a bonding mechanism used by firms that are incorporated in a jurisdiction with poor investor protection and enforcement systems to commit themselves voluntarily to higher standards of corporate governance. In this way, firms attract investors who would otherwise be reluctant to invest. * Other motivations: Cross-listing may also be driven by product and labor market considerations (for example, to increase visibility with customers by broadening product identification), to facilitate foreign acquisitions, and to improve labor relations in foreign countries by introducing share and option plans for foreign employees.

Costs of cross-listing

There are, however, also disadvantages in deciding to cross-list: increased pressure on executives due to closer public scrutiny; increased reporting and disclosure requirements; additional scrutiny by analysts in advanced market economies, and additional listing fees. Some financial media have argued that the implementation of the Sarbanes-Oxley act in the United States has made the
NYSE The New York Stock Exchange (NYSE, nicknamed "The Big Board") is an American stock exchange in the Financial District of Lower Manhattan in New York City. It is by far the world's largest stock exchange by market capitalization of its listed c ...
less attractive for cross-listings, but recent academic research finds little evidence to support this, see Doidge, Karolyi, and Stulz (2007).

Value creation of cross-listings

There is a vast academic literature on the impact of cross-listings on the value of the cross-listed firms. Most studies (for example, Miller, 1999) find that a cross-listing on a U.S. stock market by a non-U.S. firm is associated with a significantly positive stock price reaction in the home market. This finding suggests that the stock market expects the cross-listing to have a positive impact on firm value. Doidge, Karolyi, and Stulz (2004) show that companies with a cross-listing in the United States have a higher valuation than non-cross-listed corporations, especially for firms with high growth opportunities domiciled in countries with relatively weak investor protection. The premium they find is larger for companies listed at official US stock exchanges (Level II and III ADR programs) than for over-the-counter listings (Level I ADR program) and private placements (Rule 144A ADR's). Doidge, Karolyi, and Stulz (2004) argue that a cross-listing in the United States reduces the extent to which controlling shareholders can engage in expropriation (through "bonding" to the high corporate governance standards in the United States) and thereby increases the firm's ability to take advantage of growth opportunities. Recent research, shows that the listing premium for crosslisting has evaporated, due to new U.S. regulations and competition from other exchanges. Some recent academic research finds that smaller foreign firms seeking cross listing venues may be opting for UK exchanges over U.S. exchanges due to the costs imposed by the Sarbanes-Oxley Act. On the other hand, larger firms seeking "bonding" benefits from a U.S. listing continue to seek a U.S. exchange listing. There are also studies, however, such as Sarkissian and Schill (2009), who argue that cross-listings do not create long-term valuation benefits. The academic literature largely ignores cross-listings on non-U.S. exchanges. However, there are many cross-listings on exchanges in Europe and Asia. Even U.S. firms are cross-listed in other countries. In the 1950s there was a wave of cross-listings of U.S. firms in Belgium, in the 1960s in France, in the 1970s in the U.K., and in the 1980s in Japan (see Sarkissian and Schill, 2014). Roosenboom and van Dijk (2009) analyze 526 cross-listings from 44 different countries on 8 major stock exchanges and document significant stock price reactions of 1.3% on average for cross-listings on US exchanges, 1.1% on
London Stock Exchange London Stock Exchange (LSE) is a stock exchange in the City of London, England, United Kingdom. , the total market value of all companies trading on LSE was £3.9 trillion. Its current premises are situated in Paternoster Square close to St P ...
, 0.6% on exchanges in continental Europe, and 0.5% on
Tokyo Stock Exchange The , abbreviated as Tosho () or TSE/TYO, is a stock exchange located in Tokyo, Japan. It is the third largest stock exchange in the world by aggregate market capitalization of its listed companies, and the largest in Asia. It had 2,292 listed co ...
. These findings suggest that cross-listings on Anglo-Saxon exchanges create more value than on other exchanges. They also highlight the incomplete understanding of why firms cross-list outside the UK and the United States, as many of the arguments discussed above (enhanced liquidity, improved disclosure, and bonding) do not apply. In this respect, Sarkissian and Schill (2014) show that cross-listing activity in a given host country coincides with the outperformance of host and proximate home country's economies and financial markets, thus, highlighting the market timing component in cross-listing decisions.

See also

* Cross border listings


Lubberink and Huijgen, "Earnings Conservatism and Equity Raisings of Cross-listed Firms", unpublished working paperPiotroski, Joseph D. and Srinivasan, Suraj, "Regulation and Bonding: The Sarbanes-Oxley Act and the Flow of International Listings", (January 2008). Available at SSRNKhanna, Tarun, Palepu, Krishna and Srinivasan, Suraj, "Disclosure Practices of Foreign Companies Interacting with U.S. Markets" (December 2003). Harvard Business School Strategy Unit Working Paper No. 03-081 Available at SSRN

External links

Research and data on cross-listings
on the website of Mathijs A. van Dijk. {{stock market Securities (finance) Stock market