Singapore legislation
Section 298
Section 298
Lodging supplementary document or replacement document
(1)
If, after a prospectus or profile statement is registered but before the close of the offer of units in a collective investment scheme, or the expiration of 12 months from the date of registration of the prospectus by the Authority, whichever is earlier, the person making that offer becomes aware of —
a false or misleading statement in the prospectus or profile statement;
an omission from the prospectus or profile statement of any information that should have been included in it by requirements prescribed under section 296; or
a new circumstance that —
has arisen since the prospectus or profile statement was lodged with the Authority; and
would have been required under this Act to be included in the prospectus or profile statement,if it had arisen before the prospectus or the profile statement (as the case may be) was lodged,and that is materially adverse from the point of view of an investor, the person may lodge a supplementary or replacement prospectus, or a supplementary or replacement profile statement (called in this section a supplementary or replacement document, as the case may be), with the Authority.
(2)
If, after a prospectus or profile statement is registered but before the close of the offer of units in a collective investment scheme, or the expiration of 12 months from the registration of the prospectus by the Authority, whichever is earlier, the person making that offer wishes to update any information in a prospectus or profile statement and the person declares in writing to the Authority that none of the situations set out in subsection (1) apply at that time, the person may lodge a supplementary or replacement document with the Authority.
(3)
At the beginning of a supplementary document, there must be —
a statement that it is a supplementary prospectus or a supplementary profile statement, as the case may be;
an identification of the prospectus or profile statement it supplements;
an identification of any previous supplementary document lodged with the Authority in relation to the offer; and
a statement that it is to be read together with the prospectus or profile statement it supplements and any previous supplementary document in relation to the offer.
(4)
At the beginning of a replacement document, there must be —
a statement that it is a replacement prospectus or a replacement profile statement, as the case may be; and
an identification of the prospectus or profile statement it replaces.
(5)
The supplementary document and the replacement document must be dated with the date on which they are lodged with the Authority.
(6)
The person making the offer of units in a collective investment scheme must take reasonable steps —
to inform potential investors of the lodgment of any supplementary document or replacement document under subsection (1); and
to make available to them the supplementary document or replacement document.
(7)
For the purposes of the application of this Division to events that occur after the lodgment of a supplementary document —
where the supplementary document is a supplementary prospectus, the prospectus in relation to the offer is taken to be the original prospectus together with the supplementary prospectus and any previous supplementary prospectus in relation to the offer; and
where the supplementary document is a supplementary profile statement, the profile statement in relation to the offer is taken to be the original profile statement together with the supplementary profile statement and any previous supplementary profile statement in relation to the offer.
(8)
[Deleted by Act 1 of 2005]
(9)
For the purposes of the application of this Division to events that occur after the lodgment of the replacement document —
where the replacement document is a replacement prospectus, the prospectus in relation to the offer is taken to be the replacement prospectus; and
where the replacement document is a replacement profile statement, the profile statement in relation to the offer is taken to be the replacement profile statement.
(10)
Where, prior to the lodgment of the supplementary document or replacement document under subsection (1), applications have been made under the original prospectus or profile statement for units in a collective investment scheme, the person making the offer of units in the scheme —
must —
within 2 days (excluding any Saturday, Sunday or public holiday) from the date of lodgment of the supplementary document or replacement document, give the applicants written notice on how to obtain, or arrange to receive, a copy of the supplementary document or replacement document, as the case may be; and
take all reasonable steps to make available within a reasonable period the supplementary document or replacement document (as the case may be) to the applicants who have indicated that they wish to obtain, or who have arranged to receive, a copy of the supplementary document or replacement document; or
must, within 7 days from the date of lodgment of the supplementary document or replacement document, give the applicants the supplementary document or replacement document, as the case may be.
(11)
Any person who contravenes subsection (3), (4), (5) or (6) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $50,000 and, in the case of a continuing offence, to a further fine not exceeding $5,000 for every day or part of a day during which the offence continues after conviction.
(12)
Any person who contravenes subsection (10) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $100,000 and, in the case of a continuing offence, to a further fine not exceeding $10,000 for every day or part of a day during which the offence continues after conviction.
(13)
For the purposes of subsection (1)(a), the reference to a statement includes a reference to any information presented, regardless of whether such information is in text or otherwise.