In forceAmended2020 Revised Edition

Contents

Securities and Futures Act 2001 · 2020 Revised Edition · Part 13 · Offers of Investments

250. Duration of validity of prospectus and profile statement

Amended

Last amended by an amending law of 2017.

(1)

A person must not make an offer of securities or securities‑based derivatives contracts, or allot, issue or sell any securities or securities‑based derivatives contracts, on the basis of a prospectus or profile statement after the expiration of the period referred to in subsection (3).

(2)

In a case where an entity makes an offer of securities or securities‑based derivatives contracts or where the securities or securities‑based derivatives contracts being offered are those issued by an entity or a proposed entity, an officer or equivalent person or a promoter of the entity or proposed entity must not authorise or permit —

(a)

the offer of those securities or securities‑based derivatives contracts; or

(b)

the allotment, issue or sale of those securities or securities‑based derivatives contracts,on the basis of a prospectus or profile statement after the expiration of the period referred to in subsection (3).

(3)

The period under subsection (1) or (2) is —

(a)

in a case where the securities or securities‑based derivatives contracts are debentures or units of debentures issued under a debenture issuance programme under section 240A, 24 months from the date of registration by the Authority of the base prospectus in relation to such offer, allotment, issue or sale; or

(b)

in any other case, 6 months from the date of registration by the Authority of the prospectus in relation to such offer, allotment, issue or sale.

(4)

If default is made in complying with subsection (1) or (2), the person and, in the case of an entity or a proposed entity, every officer or equivalent person or promoter of the entity or proposed entity shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $50,000 or to imprisonment for a term not exceeding 12 months or to both 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.

(5)

An allotment, an issue or a sale of securities or securities‑based derivatives contracts that is made in contravention of subsection (1) or (2) is not, by reason only of that fact, voidable or void.

Terms defined in s 2

Authority
Defined · s 2
“Authority” means the Monetary Authority of Singapore established under the Monetary Authority of Singapore Act 1970;
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debenture
Defined · s 2
“debenture” includes —(a)any debenture stock, bond, note and any other debt securities issued by or proposed to be issued by a corporation or any other entity, whether constituting a charge or not, on the assets of the issuer;(b)any debenture stock, bond, note and any other debt securities issued by or proposed to be issued by a trustee‑manager of a business trust in its capacity as trustee‑manager of the business trust, or a trustee of a real estate investment trust in its capacity as trustee of the real estate investment trust, whether constituting a charge or not, on the assets of the business trust or real estate investment trust; or(c)such other product or class of products as the Authority may prescribe,but does not include —(d)a cheque, letter of credit, order for the payment of money or bill of exchange; or(e)for the purposes of the application of this definition to a provision of this Act in respect of which any regulations made under that provision provide that the word “debenture” does not include a prescribed document or a document included in a prescribed class of documents, that document or a document included in that class of documents, as the case may be;
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entity
Defined · s 2
“entity” includes a corporation, an unincorporated association, a partnership and the government of any state, but does not include a trust;
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officer
Defined · s 2
“officer” has the meaning given by section 4(1) of the Companies Act 1967;
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securities
Defined · s 2
“securities” means —(a)shares, units in a business trust or any instrument conferring or representing a legal or beneficial ownership interest in a corporation, partnership or limited liability partnership;(b)debentures; or(c)any other product or class of products as may be prescribed,but does not include —(d)any unit of a collective investment scheme;(e)any bill of exchange;(f)any certificate of deposit issued by a bank or finance company, whether situated in Singapore or elsewhere; or(g)such other product or class of products as may be prescribed;
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Report

Read on from s 251

Part 13A

Modification of Act for Purposes of Dual Listing Boards

Read on from Part 13A

Part 14

Appeals

Read on from Part 14

Part 15

Miscellaneous

Read on from Part 15

Schedules

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