Securities and Futures (Part 13A) (Global Listing Board and U.S. Exchange) Regulations 2026

the capital markets products are SDRs; and

the SDRs are listed or to be listed on exchange A and the underlying securities of those SDRs are listed or to be listed on exchange B.

the capital markets products are SDRs; and

the SDRs are offered in jurisdiction A and the underlying securities of those SDRs are offered in jurisdiction B.

the person is one to whom Rule 10b5‑1 under the U.S. Exchange Act (17 C.F.R. §240.10b5‑1) applies; and

the act is carried out pursuant to a trading plan that complies with all of the conditions specified in Rule 10b5‑1(c) under the U.S. Exchange Act (17 C.F.R. §240.10b5‑1(c)).

section 199, 200 or 201(c) or (d) of the Act; or

section 202(1)(a) of the Act (in relation to a contravention of section 199, 200 or 201(c) or (d) of the Act),it is a defence for the person to prove that —

the contravention arose solely from the making of a forward‑looking statement (as defined in Section 21E of the U.S. Exchange Act (15 U.S.C. §78u‑5)) in relation to such listed GLB products; and

all of the conditions specified in the safe harbour for forward‑looking statements under Section 21E of the U.S. Exchange Act (15 U.S.C. §78u‑5) are complied with or satisfied, as the case may be.

paragraphs (2), (3) and (4) do not affect any other defence available to the defendant; and

the defence in paragraph (2) does not operate as a defence against any liability under section 218(2) or 219(2) of the Act.

statement A is modified or replaced by another statement in the prospectus; and

the modified statement A or the replacement statement does not contravene section 199, 200 or 201 of the Act, or is not a false or misleading statement as described in section 254 of the Act, as the case may be,and for the purpose of this defence, the prospectus need not expressly state that statement A has been modified or replaced.

the Authority gives to the person making the offer a notice of an opportunity to be heard under subsection (15);

the Authority gives to the person making the offer a notice of an extension, in which case the Authority may, not later than 28 days from the date of lodgment of the prospectus or profile statement —

register the prospectus or profile statement; or

give the person making the offer a notice of an opportunity to be heard under subsection (15);

the person making the offer applies in writing to extend the period during which the prospectus or profile statement may be registered, and the Authority grants an extension as it thinks fit, in which case the Authority may, at any time up to and including the date on which the extended period ends —

register the prospectus or profile statement; or

give the person making the offer a notice of an opportunity to be heard under subsection (15); or

the person making the offer gives a written notice to the Authority to withdraw the lodgment of the prospectus or profile statement, in which case the Authority must not register the prospectus or profile statement.(8A) Where, after a notice of an opportunity to be heard has been given under subsection (8)(a), (b)(ii) or (c)(ii), the Authority decides not to refuse registration of the prospectus or profile statement, the Authority may proceed with the registration on such date as it considers appropriate.”.

the following subsection applies in place of subsection (1):“(1) A prospectus for a GLB offer must contain —

in a case where a filing has been or will be made to register the offer and sale of the to‑be‑listed GLB products that are the subject of the GLB offer with the SEC and to list them on the U.S. Exchange — the particulars to be included in a prospectus as specified by —

the U.S. Securities Act; and

the SEC Form for which the GLB issuer is eligible, including without limitation SEC Form S‑1, SEC Form F‑1, SEC Form S‑3, SEC Form F‑3, SEC Form S‑4 or SEC Form F‑4;

in a case where paragraph (a) does not apply and the to‑be‑listed GLB products that are the subject of the GLB offer have been or will be registered with the SEC under the U.S. Exchange Act and listed on the U.S. Exchange — the particulars to be included in a prospectus, in respect of an equivalent offer in the U.S., as specified by —

the U.S. Securities Act; and

the SEC Form for which the GLB issuer is eligible, including without limitation SEC Form S‑1, SEC Form F‑1, SEC Form S‑3, SEC Form F‑3, SEC Form S‑4 or SEC Form F‑4;

in a section with the heading “Risk Factors”, a disclosure of the risk factors that are specific to the GLB offer and the listing on the GLB (as distinct from, or additional to, the equivalent offer in the U.S. or listing on the U.S. Exchange), that had materially affected, or could materially affect (directly or indirectly), investors of the to‑be‑listed GLB products that are the subject of the GLB offer; and

on the front cover, the particulars in the First Schedule to the Securities and Futures (Part 13A) (Global Listing Board and U.S. Exchange) Regulations 2026 (G.N. No. S 426/2026).”;

subsections (2), (3), (4), (5) and (8) do not apply;

the following subsections apply in place of subsections (4A) and (4B):“(4A) The particulars mentioned in subsection (1) may be incorporated in the prospectus by reference to any document (called in this subsection and subsection (4B) the reference document) that is permitted under the U.S. Exchange Act, the U.S. Securities Act, or the applicable SEC Form, to be incorporated by reference in a prospectus.(4B) For the purposes of this Division, the particulars incorporated by reference to the reference document are to be regarded as part of the prospectus.”.

X is the GLB issuer, the person that intends to make an offer of the to‑be‑listed GLB products, or a person authorised to act on behalf of the GLB issuer or the person intending to make the offer;

the communication is made with potential investors that are, or that X reasonably believes are, persons described in Rule 163B(c) of the U.S. Securities Act (17 C.F.R. §230.163B);

the communication is made for the purpose of determining whether those potential investors might have an interest in the GLB offer or intended GLB offer.(4B) For the purpose of subsection (4A)(a), a reference to the person that intends to make an offer of to‑be‑listed GLB products is, where the to‑be‑listed GLB products are SDRs, to the person who would be treated as the person who makes the offer under section 239AA(3)(b) of the Act, if the offer is actually made.”.

the FWP complies with the applicable requirements in Rule 433 read with Rule 164 of the U.S. Securities Act (17 C.F.R. §230.433 and 17 C.F.R. §230.164 respectively);

the FWP is published in Singapore only after a prospectus for the GLB offer is lodged with the Authority;

there is included in each copy of the FWP that is published in Singapore, a statement to the effect that —

a copy of the prospectus has been lodged with the Authority;

the prospectus may be accessed from a specified Internet website; and

a recipient of the FWP who wishes to invest in the to‑be‑listed GLB products concerned should first read the prospectus in addition to the FWP.”.

in a case where a filing has been or will be made to register the offer and sale of the capital markets products that are the subject of the OIS offer with the SEC — the statement contains the particulars to be included in a prospectus as specified by —

the U.S. Securities Act; and

the SEC Form for which the GLB issuer is eligible, including without limitation SEC Form S‑1, SEC Form F‑1, SEC Form S‑3, SEC Form F‑3, SEC Form S‑4 or SEC Form F‑4;

in a case where sub‑paragraph (i) does not apply and the capital markets products that are the subject of the OIS offer have been or will be registered with the SEC under the U.S. Exchange Act — the statement contains the particulars to be included in a prospectus, in respect of an equivalent offer in the U.S., as specified by —

the U.S. Securities Act; and

the SEC Form for which the GLB issuer is eligible, including without limitation SEC Form S‑1, SEC Form F‑1, SEC Form S‑3, SEC Form F‑3, SEC Form S‑4 or SEC Form F‑4;

the statement discloses, in a section with the heading “Risk Factors”, the risk factors that are specific to the OIS offer (as distinct from, or additional to, the equivalent offer in the U.S.), that had materially affected, or could materially affect (directly or indirectly), investors of the capital markets products that are the subject of the OIS offer;

the front cover of the statement sets out the particulars in the Second Schedule to the Securities and Futures (Part 13A) (Global Listing Board and U.S. Exchange) Regulations 2026;”.