Update No. 45

Note to subscribers for the amendments to the rules governing the listing of securities on the Growth Enterprise Market (the "GEM Listing Rules")

Update No. 45

September 2013

Dear Sirs,

GEM Listing Rule amendments to the Corporate Governance Code and Corporate Governance Report relating to board diversity

We enclose reprinted pages of the GEM Listing Rules and the filing instructions. The reprinted pages incorporate amendments to implement proposals in the "Consultation Conclusions on Board Diversity" published on 13 December 2012.

We have amended the GEM Listing Rules to:

•  introduce a Code Provision in the Corporate Governance Code and Corporate Governance Report that requires issuers - on a "comply or explain" basis - to have a policy concerning diversity in the board, and to disclose that policy in their Corporate Governance Report; and
•  introduce a requirement that if the issuer has a board diversity policy, the disclosure in its Corporate Governance Report concerning the nomination committee should include any measurable objectives that it has set for implementing the policy, and progress on achieving those objectives.

Coming into effect

The amendments will come into effect on 1 September 2013.

Please click HEREHERE to see the amendments to the GEM Listing Rules relating to board diversity.

Yours faithfully,

David Graham
Chief Regulatory Officer and Head of Listing