Singapore legislation

Regulation 7

of Securities and Futures (Offers of Investments) (Securities and Securities-based Derivatives Contracts) Regulations 2018

Regulation 7

Form and content requirements of product highlights sheet

Subregulation 1

For the purposes of section 240AA(1)(a) of the Act, a product highlights sheet in respect of an offer of relevant securities or securities-based derivatives contracts that are asset‑backed securities or structured notes, being an offer that is made in or accompanied by a prospectus or profile statement lodged with the Authority on or after 10 December 2018 under section 240(1)(a)(ii) or (4)(b) of the Act, must comply with the following requirements:

(a)

the product highlights sheet must —

(i)

be in the form set out in Part 1 of the Twentieth Schedule; (ii)contain a rectangular side bar that —

(A)

appears at the rightmost side of each page;

(B)

is at least 18 millimetres in width and in the full length of each page;

(C)

is in the colour Pantone 109C; and

(D)

contains the words “PRODUCT HIGHLIGHTS SHEET” oriented at 90 degrees clockwise, in typeface Arial, in font size 20‑point, and in the colour black;

(iii)

contain a description of the key features and risks of the relevant securities or securities‑based derivatives contracts; (iv)contain a glossary explaining the technical terms (if any) used in the product highlights sheet;

(v)

provide a fair and balanced view of the relevant securities or securities‑based derivatives contracts;

(vi)

comply with both of the following, if the product highlights sheet does not contain any diagram or glossary:

(A)

the total number of pages in the product highlights sheet must not be more than 4 pages;

(B)

each page of the product highlights sheet must not exceed 297 millimetres in length and 210 millimetres in breadth (A4 paper size); and

(vii)

comply with all of the following, if the product highlights sheet contains one or more diagrams or a glossary:

(A)

the total number of pages in the product highlights sheet must not be more than 8 pages; (B)the number of pages in the product highlights sheet containing information that is not contained in any diagram or glossary must not be more than 4 pages;

(C)

each page of the product highlights sheet must not exceed 297 millimetres in length and 210 millimetres in breadth (A4 paper size);

(b)

the information in the product highlights sheet, including footnotes and references, must —

(i)

be clearly legible; and

(ii)

be in a font size of at least 10‑point Arial or a visually equivalent font size of any other standard font typeface;

(c)

the product highlights sheet —

(i)

must not be false or misleading; and

(ii)

must not contain any material information that differs in any material particular from the material information set out in the prospectus or profile statement of the offer of the relevant securities or securities‑based derivatives contracts.

Subregulation 2

Despite paragraph (1)(a)(i), the following aspects of the form mentioned in that provision may be modified:

(a)

the font colour of the content of the product highlights sheet, including any heading or sub‑heading; (b)the font type and font style of any word or number for the purpose of providing emphasis;

(c)

the cell colour of any heading or sub‑heading;

(d)

the addition of one or more headings or sub‑headings.

Subregulation 3

For the purposes of paragraph (1)(a)(vi) and (vii), where a product highlights sheet is printed on both sides of a sheet of paper, each sheet counts as 2 pages.

Subregulation 4

Without limiting paragraph (1)(a)(v), examples of a product highlights sheet that does not provide a fair and balanced view of the relevant securities or securities‑based derivatives contracts are set out in paragraph 1 of Part 2 of the Twentieth Schedule.

Subregulation 5

Without limiting paragraph (1)(c)(i), examples of a product highlights sheet that is false or misleading are set out in paragraph 2 of Part 2 of the Twentieth Schedule.

Subregulation 6

Despite paragraphs (1)(c)(i) and (5) (read with paragraph 2 of Part 2 of the Twentieth Schedule), a product highlights sheet is not to be treated as false or misleading merely because it contains any false or misleading information or there is an omission from it, if that false or misleading information, or omission, is not materially adverse from the point of view of the investor.

Subregulation 7

In paragraph (1)(a)(vi) and (vii), “diagram” includes any graph, chart, flowchart, table or numerical explanation.