Singapore legislation
Regulation 2
of Securities and Futures (Market Conduct) (Exemptions) Regulations 2006
Regulation 2
Definitions
Subregulation 1
In these Regulations, unless the context otherwise requires —[Deleted by S 648/2018 wef 08/10/2018](2) In these Regulations, whether a person is an associate of another person shall be ascertained in accordance with section 4(6) of the Act.
Definition
“closing date”, in relation to an offer, means the date specified in the offer document as the last date for the submission of applications for subscription or purchase of the specified products being offered;
Definition
“dealer” —
in regulation 5 and in respect of any stabilising action undertaken in Singapore, means a person who is the holder of a capital markets services licence to deal in capital markets products; and
in respect of any stabilising action undertaken outside Singapore, means a person who is licensed, approved, authorised or otherwise regulated under the laws, codes or other requirements of any foreign jurisdiction in respect of dealing in capital markets products;
Definition
“issuer”, in relation to an offer, means the person who issues the specified products being offered or, where the specified products have been issued, the person making the offer;
Definition
“offer” means an offer for subscription or purchase of specified products in conjunction with the listing of such specified products on an approved exchange, or on both an approved exchange and an overseas exchange (as the case may be) and includes an offer of additional specified products to rank alongside specified products that have been previously issued;
Definition
“offer document” —
means any notice, circular, material, advertisement, publication or other document inviting applications or offers from the public to subscribe for or purchase specified products in conjunction with the listing of the specified products that are the subject matter of an offer; and
includes a prospectus or a profile statement as defined in section 239(1) or 283(1) of the Act or an offer information statement mentioned in section 277(1)(b) or 305B(1)(a) of the Act;
Definition
“offer price”, in relation to an offer, means the price of the specified products being offered or, where the specified products are offered in more than one tranche at different prices, the highest price offered;
Definition
“over-allotment”, in relation to an offer, means the allotment or sale of a nominal value or number of the relevant specified products in excess of the nominal value or number, as the case may be, of the specified products available for subscription or purchase under the offer;
Definition
“relevant specified products”, in relation to an offer, means the specified products which are, or when issued will be, uniform in all respects with the specified products being offered under the offer, and includes the specified products being offered under the offer;
Definition
“stabilising action”, in relation to an offer, means the action taken in Singapore or elsewhere by a stabilising manager, or by a dealer on behalf of the stabilising manager, to buy, or to offer or agree to buy, any relevant specified products (whether on an organised market or otherwise) in order to stabilise or maintain the market price of such specified products in Singapore or elsewhere;
Definition
“stabilising manager”, in relation to an offer, means a person —
who is appointed in writing by the issuer of an offer to take stabilising action in respect of the offer; and
whose appointment under paragraph (a) is notified to the approved exchange on which the relevant specified products are or are intended to be listed —
in the case of stabilising action taken under regulation 3A, before the closing date of the offer; and
in the case of stabilising action taken under regulation 3B, before the stabilising action is taken.