Singapore legislation

Clause 278

of Securities and Futures Bill

Clause 278

Offer or invitation in respect of international debentures

(1)

Subdivisions (2) and (3) of this Division shall not apply to an offer or invitation in respect of debentures, or units of debentures, by a body incorporated in a country outside Singapore where the offer or invitation is made by the holder of a capital markets services licence to deal in securities or an exempt person under section 99(1)(a) or (b), to such institutional, professional or business investors as the Authority may, by order in the Gazette, specify, being persons or bodies that appear to the Authority to have sufficient expertise to understand any risk involved in buying or selling those debentures, or units of debentures (whether as principal or agent) and the offer or invitation complies with the conditions set forth in subsection (2).

(2)

The conditions referred to in subsection (1) are that —

(a)

the debentures, or units of debentures, are denominated in a currency, other than the Singapore dollar, and each debenture, or each unit of debenture, has a face value of at least US$5,000 or its equivalent in another currency; and

(b)

the shares of the issuing corporation are listed on a recognised securities exchange or the offer or invitation is guaranteed by a corporation whose shares are listed on a recognised securities exchange.

(3)

The Authority may by order in the Gazette add to, vary or amend the conditions specified in subsection (2).