Securities and Futures (Offers of Investments) (Securities and Securities-based Derivatives Contracts) Regulations 2018 · As enacted · Part 5 · Extra‑Territorial Application of Division 1 of Part XIII of Act
39. Non‑applicability of section 339(2) of Act under certain circumstances
Feedback & supportSection 339(2) of the Act does not apply to the following offers:
an offer of securities or securities‑based derivatives contracts made outside Singapore, where —
the number of enquiries or applications from persons in Singapore in response to the offer is insubstantial;
the number of persons in Singapore to whom the offer is made is insubstantial;
the number of persons in Singapore, to whom are issued the securities or securities‑based derivatives contracts that are the subject of the offer, is insubstantial; and
the amount raised from persons in Singapore pursuant to the offer is insubstantial;
an offer of securities or securities‑based derivatives contracts made outside Singapore, where —
the offer is not denominated in Singapore dollars;
persons in Singapore are prevented from subscribing for or purchasing the securities or securities‑based derivatives contracts;
adequate checks are made to ensure that the systems or procedures that prevent persons in Singapore from subscribing for or purchasing the securities or securities‑based derivatives contracts are effective;
the offer is not made to or directed at persons in Singapore, whether electronically or otherwise;
there is in place a prominent disclaimer in relation to the offer comprising a statement mentioned in paragraph (2);
the materials used for the offer do not contain any information that is specifically relevant to persons in Singapore; and
the offer is not mentioned in, or directly accessible from, any source that is intended for persons in Singapore.
For the purposes of paragraph (1)(b)(v), the disclaimer must comprise a statement that the offer to which it relates —
is made to or directed at only persons outside Singapore; and (b)may be acted upon only by persons outside Singapore.
In this regulation, “offer” includes an advertisement of such an offer.
Subregulation 1
Section 339(2) of the Act does not apply to the following offers:
an offer of securities or securities‑based derivatives contracts made outside Singapore, where —
the number of enquiries or applications from persons in Singapore in response to the offer is insubstantial;
the number of persons in Singapore to whom the offer is made is insubstantial;
the number of persons in Singapore, to whom are issued the securities or securities‑based derivatives contracts that are the subject of the offer, is insubstantial; and
the amount raised from persons in Singapore pursuant to the offer is insubstantial;
an offer of securities or securities‑based derivatives contracts made outside Singapore, where —
the offer is not denominated in Singapore dollars;
persons in Singapore are prevented from subscribing for or purchasing the securities or securities‑based derivatives contracts;
adequate checks are made to ensure that the systems or procedures that prevent persons in Singapore from subscribing for or purchasing the securities or securities‑based derivatives contracts are effective;
the offer is not made to or directed at persons in Singapore, whether electronically or otherwise;
there is in place a prominent disclaimer in relation to the offer comprising a statement mentioned in paragraph (2);
the materials used for the offer do not contain any information that is specifically relevant to persons in Singapore; and
the offer is not mentioned in, or directly accessible from, any source that is intended for persons in Singapore.
Subregulation 2
For the purposes of paragraph (1)(b)(v), the disclaimer must comprise a statement that the offer to which it relates —
is made to or directed at only persons outside Singapore; and (b)may be acted upon only by persons outside Singapore.
Subregulation 3
In this regulation, “offer” includes an advertisement of such an offer.