Nkosi Tshabalala, Nqobile Dubazane and Sikelela Mtirara from our Corporate Commercial practice in Johannesburg have contributed the South Africa chapter in Global Legal Insights – Initial Public Offerings, 10th Edition (2026). The chapter provides a comprehensive analysis of the legal and regulatory framework governing initial public offerings in South Africa.
A reformed market structure
South Africa’s public capital markets have undergone significant reform. Effective 23 September 2024, the JSE’s Main Board was segmented into the Prime Segment and the General Segment, alongside the existing AltX. The General Segment introduces a more proportionate regulatory pathway, making it easier for a broader range of issuers to access the listed equity market.
This structural reform is complemented by the JSE’s broader Simplification Project, which has produced a simplified version of the JSE Listings
Requirements in 2026. The restated requirements are drafted in plain language, removing duplication and ambiguity whilst preserving the core principles of investor protection and market integrity.
New exchanges and expanded choice
Beyond the JSE, the chapter examines the emergence of additional licensed exchanges approved by the FSCA – A2X, the Integrated Exchange (“I-Ex”), and the Cape Town Stock Exchange. These platforms target different market segments and aim to broaden the investment base, particularly for smaller and medium-sized domestic entities seeking access to public capital.
Regulatory framework: twin peaks and beyond
The chapter provides a detailed overview of South Africa’s twin peaks regulatory model under the Financial Sector Regulation Act 9 of 2017. The Financial Sector Conduct Authority (“FSCA) oversees conduct regulation, whilst the Prudential Authority is responsible for prudential supervision. The JSE operates as the frontline regulator, reporting to the FSCA. Public companies listed on the JSE must also navigate continuing obligations under the JSE Listings Requirements, the King V corporate governance code (published in 2025, adopting an outcomes-based “apply and explain” framework with 13 governing principles), and compliance with the Broad-Based Black Economic Empowerment (“B-BBEE”) Act.
A turning point for investor confidence
A pivotal development covered in the chapter is South Africa’s removal from the Financial Action Task Force (FATF) grey list on 24 October 2025, having addressed all 22 action items. This milestone has provided a significant boost to business and investor confidence, signalling South Africa’s commitment to international standards on anti-money laundering and combating the financing of terrorism.
Risks and practical considerations
The chapter does not shy away from the challenges. It addresses the practical risks that issuers and their advisors must navigate, including exchange control provisions, B-BBEE compliance requirements, director personal responsibility for the accuracy of the Offering Document, and the macroeconomic headwinds of elevated interest rates, inflationary pressure, and geopolitical volatility. While recent years have seen more delistings than new listings, the pipeline for 2026 - including anticipated listings by Coca-Cola HBC and Canal+ – suggests renewed momentum in the market.
Read the full chapter here.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
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