|
|
|
|
|
|
In exercise of the powers conferred by section 306 (1) of the Securities and Futures Act 2001, the Monetary Authority of Singapore hereby makes the following Notification:
-
Citation and commencement
1. This Notification may be cited as the Securities and Futures (Offers of Investments) (Collective Investment Schemes) (Exemption) Notification 2002 and shall come into operation on 1st July 2002.
-
Interpretation
2. In this Notification, unless the context otherwise requires :
"CapitaMall Trust" means the collective investment scheme known as CapitaMall Trust,
constituted as a unit trust under a trust deed made between the manager and the trustee;
- "day" means a calendar day;
"manager" means the manager for the CapitaMall Trust;
"participant" means a participant in the CapitaMall Trust;
"trustee" means the trustee for the CapitaMall Trust.
-
Exemption
3. The Authority hereby exempts the manager and the trustee, in relation to the trust deed constituting the CapitaMall Trust, from regulation 8 (1) (a) (iv) of the Securities and Futures (Offers of Investments) (Collective Investment Schemes) Regulations 2002 (G.N. No. S 241/2002), subject to the following conditions:
(a) the units in the CapitaMall Trust shall, within 30 days after a prospectus in respect of those units is registered by the Authority, be listed for quotation on a securities exchange;
(b) the advertising and marketing materials (including the prospectus) in relation to the
CapitaMall Trust shall contain :
(i) a statement to the effect that the participants shall have no right to request the manager to redeem or purchase their units in the CapitaMall Trust; and
(ii) a warning to potential investors that the listing for quotation of units in the CapitaMall Trust on a securities exchange does not guarantee a liquid market for those units; and
(c) the trust deed shall contain a covenant binding the manager that if at any time the units in the CapitaMall Trust :
(i) are suspended from trading for 60 consecutive days on all securities exchanges on which the units have been listed for quotation; or
(ii) cease to be listed for quotation on all securities exchanges on which the units have been listed for quotation, the manager shall, within 30 days after the occurrence of such event, offer to purchase the units of participants in the CapitaMall Trust in accordance with the provisions of the trust deed and the Schedule.
-
THE SCHEDULE
- 1. Where any offer to purchase units in the CapitaMall Trust is required to be made as a result of the occurrence of an event referred to in paragraph 3 (c) of this Notification, the manager shall make an announcement of the offer to all participants within 16 days after the occurrence of the event
2. Where any offer to purchase units in the CapitaMall Trust is made, at least 10% of the total value of the assets of the CapitaMall Trust shall be made available to satisfy purchase requests received pursuant to the offer.
3. The manager shall give adequate notice of any offer to purchase units in the CapitaMall Trust to all participants.
4. Any offer to purchase units in the CapitaMall Trust shall state ?
(a) the indicative price at which each unit will be purchased;
(b) the period during which the offer will remain open;
(c) the assets and borrowings of the CapitaMall Trust which are to be made available to satisfy purchase requests received pursuant to the offer and, in the case of non-cash assets, the amount of cash that is expected to be available from the sale of such assets;
(d) that :
(i) if the total amount of cash (including cash from the sale of non-cash assets and borrowings, if any) which is to be made available to satisfy purchase requests received pursuant to the offer (hereafter referred to as the total available amount of cash) is sufficient to satisfy all purchase requests received pursuant to the offer, all purchase requests shall be satisfied in full; and
(ii) if the total available amount of cash is insufficient to satisfy all purchase requests received pursuant to the offer, the purchase requests shall be satisfied on a pro-rata basis in proportion to the number of units which is the subject of each purchase request;
(e) that the actual price at which units are to be purchased (as determined by reference to the latest available valuations of the assets of the CapitaMall Trust,after deducting appropriate transaction costs) may differ from the indicative price referred to in sub-paragraph (a) due to changes in the value of the assets of the CapitaMall Trust during the offer period;
(f) that a participant shall, when making a purchase request, state whether he wishes to proceed with the purchase if his purchase request cannot be satisfied in full;
(g) that purchase requests received pursuant to the offer shall be satisfied within 30 days after the closing date of the offer unless such period is extended in accordance with paragraph 7 of this Schedule; and
(h) that the offer may be withdrawn in accordance with paragraph 9 of this Schedule.
5. (1) Where any offer to purchase units in the CapitaMall Trust is made as a result of the occurrence of an event specified in paragraph 3 (c) (i) of this Notification, the offer shall remain open for a period of between 21 and 35 days or until trading in the units in the CapitaMall Trust resumes on a securities exchange, whichever is earlier.
(2) Where any offer to purchase units in the CapitaMall Trust is made as a result of the occurrence of an event specified in paragraph 3 (c) (ii) of this Notification, the offer shall remain open for a period of between 21 and 35 days.
6. No purchase request received pursuant to any offer to purchase units in the CapitaMall Trust shall be satisfied until after the closing date of the offer.
7. All purchase requests received pursuant to any offer to purchase units in the CapitaMall Trust shall be satisfied within 30 days after the closing date of the offer, which period may be extended :
(a) to 60 days after the closing date of the offer if the manager satisfies the trustee that such extension is in the best interest of the participants; or
(b) beyond 60 days after the closing date of the offer if such extension is approved by the participants
8. (1) Where the total available amount of cash is sufficient to satisfy all purchase requests received pursuant to the offer, all purchase requests shall be satisfied in full.
(2) Where the total available amount of cash is insufficient to satisfy all purchase requests received pursuant to the offer, the purchase requests shall be satisfied on a pro-rata basis in proportion to the number of units which is the subject of each purchase request.
9. Where trading in the units in the CapitaMall Trust resumes on a securities exchange within 30 days after the occurrence of the event specified in paragraph 3 (c) (i) of this Notification :
(a) the manager need not make an offer to purchase units in the CapitaMall Trust; or
(b) if the manager has made such an offer, the offer may be withdrawn, subject to the manager satisfying all purchase requests made pursuant to the offer which were received by the manager before the withdrawal of the offer.
10. Where any offer to purchase units in the CapitaMall Trust is required to be made as a result of the occurrence of an event specified in paragraph 3 (c) of this Notification, the manager shall offer to purchase units in the CapitaMall Trust at least once every year after the closing date of the last offer to purchase units and, in the case of an event specified in paragraph 3 (c) (i) of this Notification, for as long as trading in the units in the CapitaMall Trust does not resume on a securities exchange.
|
|
