Singapore legislation
Clause 276
Clause 276
Circumstances in which a prospectus is not required on first sale of shares or debentures acquired under exemptions in section 274 or 275
(1)
Where shares in or debentures of, or units of shares in or debentures of, a corporation initially acquired under an exemption in section 274 or 275, are first sold to any of the persons specified in either of those sections —
the offer for sale of, or invitation to purchase, those shares, debentures or units of shares or debentures made to any of those persons shall not be regarded as an offer or invitation to the public in respect of shares, debentures or units of shares or debentures; and
any subsequent offer for sale of, or invitation to purchase, those shares, debentures or units of shares or debentures made to any of those persons shall not be regarded as an offer or invitation to the public in respect of shares, debentures, or units of shares or debentures.
(2)
Where shares in or debentures of, or units of shares in or debentures of, a corporation initially acquired pursuant to an exemption in section 274 or 275, are first sold to any person other than those specified in either of those sections, the offer for sale of, or invitation to purchase, those shares, debentures or units of shares or debentures made to that person shall be regarded as an offer or invitation to the public in respect of shares, debentures or units of shares or debentures, except in a case referred to in subsection (3).
(3)
Subsection (2) shall not apply if the shares, debentures, or units of shares or debentures, to which the offer or invitation relates are listed for quotation or quoted on a securities exchange or a recognised securities exchange, and at least 6 months have elapsed from the date that they were initially acquired pursuant to the exemption under section 274 or 275.
(4)
In a case referred to in subsection (3), any subsequent offer to sell to, or invitation to any person to purchase, the listed shares or debentures, or units of shares or debentures, after the expiration of the 6-month period, shall not require a prospectus.