Singapore legislation
Regulation 8
Regulation 8
Simplified disclosure document
Subregulation 1
Where the debentures being offered are to be part of a debenture issuance programme, the simplified disclosure document must take the form of either —
a document that contains all of the information in the First Schedule applicable to the offer, and that is valid for up to 6 months after the date the offeror entity, trustee‑manager of the business trust (in the case of a BT offer) or manager of a REIT (in the case of a REIT offer), first announces or otherwise disseminates it in accordance with regulation 7(1)(c); or
both of the following:
a base document as defined in paragraph (3); (ii)a pricing supplement that contains all of the information in the First Schedule applicable to a pricing supplement, that applies to the particular offer, and that is valid for up to 6 months after the date the offeror entity, trustee‑manager of the business trust (in the case of a BT offer) or manager of a REIT (in the case of a REIT offer), first announces or otherwise disseminates it in accordance with regulation 7(1)(c).
Subregulation 2
Where the offer of debentures is not part of a debenture issuance programme, the simplified disclosure document must take the form of a document that contains all of the information in the First Schedule that applies to the offer, and that is valid for up to 6 months after the date the offeror entity, trustee‑manager of the business trust (in the case of a BT offer) or manager of a REIT (in the case of a REIT offer), first announces or otherwise disseminates it in accordance with regulation 7(1)(c).
Subregulation 3
In paragraph (1)(b)(i), “base document” —
means either —
a document that contains all of the information in the First Schedule (apart from information applicable only to a pricing supplement) that applies to every offer to be made under the debenture issuance programme, and that is valid for up to 24 months after the date the offeror entity, trustee‑manager of the business trust (in the case of a BT offer) or manager of a REIT (in the case of a REIT offer), first announces or otherwise disseminates it in accordance with regulation 7(1)(c); or
if the document mentioned in sub-paragraph (i) has been replaced, the replacement document that —
contains all of the information mentioned in that sub‑paragraph;
has at its beginning an identification of the document it replaces;
has been announced or otherwise disseminated before the expiration of the validity period of the document mentioned in that sub‑paragraph, and at a time when no offer to which the document it replaces relates, was subsisting; and
includes every document amending the applicable document in sub‑paragraph (a) (called a supplementary base document) that —
has at its beginning a statement that it is to be read together with the applicable document in sub‑paragraph (a), and that it supplements any previous supplementary base document; and (ii)has been announced or otherwise disseminated before the expiration of the validity period of the document mentioned in sub‑paragraph (a)(i), and at a time when no offer to which the applicable document in sub‑paragraph (a) relates was subsisting.
Subregulation 4
For the purposes of paragraph (3)(a)(ii)(C) and (b)(ii), an offer is treated as not subsisting if —
a pricing supplement in respect of the offer has not been announced or otherwise disseminated to the organised market operated by the approved exchange on which the debentures are to be listed for quotation; or
a pricing supplement in respect of the offer has been announced or otherwise disseminated to the organised market operated by the approved exchange on which the debentures are to be listed for quotation, and —
the offer has closed with no application to subscribe for or purchase the debentures having been received or accepted; or
one or more applications to subscribe for or purchase the debentures have been received or accepted, and the debentures are listed for quotation on the approved exchange and trading in them has commenced.