DEFINITIONS AND INTERPRETATION

Transcription

1 DEFINITIONS AND INTERPRETATION In these guidelines, the following terms have the following meanings, unless the context otherwise requires: ACE Market ACE Market Listing ACMF adviser application provider means the alternative market of Bursa Malaysia Securities means the Bursa Malaysia Securities ACE Market Listing means the ASEAN Capital Markets Forum; means a person who provides advice or information to an applicant/issuer in connection with a prospectus submitted to, deposited or registered with the SC. means an entity that is allowed to provide the facility for Internet securities application, and is limited to the following entities: (c) (d) Dealers; Banks; Investment banks; and/or Other entities as may be determined by the SC in accordance with such terms and conditions as the SC deems fit. asset-backed securities or ABS has the meaning given in the Guidelines on the Offering of Asset-backed Securities. BAFIA means the Banking and Financial Institutions Act Bursa Malaysia Securities bank call warrant means Bursa Malaysia Securities Berhad means a holder of licence to carry on banking business under BAFIA. means a contract under which a person has an actual, contingent or prospective right to buy, a specified number/units of underlying shares or exchange-traded funds at a specified price on or by a specified future date; or right to receive, an amount in the form of cash or other property, depending on the state of affairs that relate to fluctuations in the value or price of an underlying financial instrument, and the amount will be calculated in a

2 particular manner by reference to that state of affairs in accordance with the contract. chief executive CMSA means Capital Markets and Services Act corporation dealer debenture director e-host means a person who carries on the business of dealing in securities. means an entity that is allowed to issue, circulate or distribute electronic prospectuses and electronic application forms, and is limited to the following entities: (c) (d) (e) Issuers; Dealers; Banks; Investment banks; and/or Other entities as may be determined by the SC in accordance with such terms and conditions as the SC deems fit. ESA electronic application form means Electronic Share Application. means an application form that is issued, circulated or distributed via the Internet; and/or an electronic storage medium, including but not limited to CD-ROMs. electronic prospectus means a copy of a prospectus that is issued, circulated or distributed via the Internet; and/or an electronic storage medium, including but not limited to CD-ROMs.

3 exercise price or strike price expert expiry date family forecast fully-collateralised call warrants independent director independent valuer infrastructure project internet securities application investment bank issuer latest practicable date licensed institution Main Market in relation to structured warrants, means the pre-specified price at which the holder of such warrants may exercise the right under such structured warrants. has the meaning given in subsection 212(1) of the CMSA. in respect of the right of a person under a structured warrant, means the date in which the ability to exercise that right expires. has the meaning given in the Main Market Listing. means any forecast of profits/losses or cash flow, and includes any statement which quantifies the anticipated level of future profits/losses or cash flow, and also includes profits/losses or cash flow for a financial period which has expired but for which the results have yet to be audited. means call warrants where the underlying financial instrument is shares quoted on the stock exchange, the issue of which is accompanied by a deposit of all shares, which is the subject of such warrants, with a custodian or trustee for the entire term of the warrants in issue. has the meaning given in Chapter 3 of Asset Valuation Guidelines. means securities application via the Internet. means an entity that holds a Capital Markets Services Licence under section 58 of the CMSA for the regulated activity of dealing in securities and a merchant banking licence under section 5 of BAFIA, and is governed by the Guidelines on Investment Banks issued jointly by Bank Negara Malaysia and the SC. means a date whereby the information disclosed should remain relevant and current as at the date of issue of the prospectus. has the same meaning given in BAFIA. means the Main Market of Bursa Malaysia Securities.

4 Main Market Listing market day market maker market making non-collateralised structured warrants performance guarantee person person connected principal adviser promoters prospectus public qualifying acquisition related party related-party transaction RM SC means the Bursa Malaysia Securities Main Market Listing. has the same meaning given in the Main Market Listing. means a person who performs market making. has the same meaning as is assigned to that expression in the Rules of Bursa Malaysia Securities Berhad. means str uctured warrants where the underlying financial instrument is not held in deposit by a custodian or trustee for the entire term of the warrants in issue. in relation to an issuer of structured warrants, means an unconditional and irrevocable guarantee to perform any and all of the issuer s obligations in the terms and conditions of the structured warrants issue in the event the issuer fails to perform such obligations. has the meaning given in the Principal Adviser Guidelines and includes a sponsor, where applicable. has the same meaning given in section 226 of the CMSA. has the meaning given in section 226 of the CMSA. means ringgit Malaysia. means the Securities Commission Malaysia.

5 shelf prospectus shelf registration scheme Special Purpose Acquisition Company or SPAC special purpose vehicle or SPV sponsor structured warrants has the meaning given under section 226 of the CMSA. has the meaning given under section 226 of the CMSA. has the meaning given in the Guidelines on the Offering of Asset-Backed Securities. has the meaning given in the ACE Market Listing. comprises call warrants, put warrants, basket warrants, bull equity-linked structures and such other structures that may be specified by the SC from time to time. subsidiary has the meaning given in section 5 of the Companies Act substantial shareholder supplementary shelf prospectus underlying corporation underlying financial instrument underlying shares voting securities has the meaning given in section 69D of the Companies Act has the meaning given in section 226 of the CMSA. in relation to structured warrants, means the corporation that has issued the shares, which is the subject of such warrants. in relation to structured warrants, means the shares, exchangetraded fund or index, which is the subject of such warrants. in relation to structured warrants, means the shares, which are the subject of such warrants. means the securities issued by a SPAC which confer upon the holders, voting rights in relation to a qualifying acquisition by the SPAC.