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  • MKT App 6 Continuing Obligations — Security Specific Disclosures

    • MKT A6.1 Continuing Obligations — Market Disclosures for Listed Entities

      • MKT A6.1.1

        This table forms part of Rule 9.7.8.

        [Added] DFSA RM120/2013 (Made 14th July 2013). [VER4/07-13]

      • MKT A6.1.2

        A Listed EntityG must, on the occurrence of an event specified in column 1, make the required disclosure detailed in column 2, within the time specified in column 3, in respect of the SecuritiesG identified with a in column 4, of this TableG .

          EVENT GIVING RISE TO DISCLOSURE OBLIGATION DISCLOSURE REQUIRED TIME OF DISCLOSURE Structured ProductsG Shares Warrants over Shares Warrants over Debentures Debentures Certificates  
        Shares Debentures
        GENERAL
        1. Any closure of the Listed Entity'sG register of security holders. Market disclosure of the closure. At least fourteen (14) days before the closure    
        2. Any meeting of holders of SecuritiesG . Market disclosure of notice At the same time as such notice is sent to the holders of Securities.    
        3. The final timetable for any proposed action affecting the rights of existing holders of its Listed SecuritiesG . Market disclosure As soon as possible after finalisation of the timetable with the DFSAG *  
        4. All proposed drawings to effect partial redemptions, and, in the case of registered DebenturesG or Structured ProductsG , the date on which it is proposed to close the books for the purpose of making a drawing. Market disclosure In advance and as soon as possible        
         
                               
        5. Changes to rights attaching to Listed SecuritiesG or other SecuritiesG into which they convert. Market disclosure of:
        (a) the class of SecuritiesG to which the changes apply;
        (b) the date on which the changes become effective;
        (c) confirmation that consent of the holders of the SecuritiesG (and any other holders of relevant SecuritiesG ) has been obtained and the date that such consent was obtained); and
        (d) a summary of the changes.
         
        As soon as possible  
         
        6. Any decision made in regard to:
        (a) any change in the structure of the Listed SecuritiesG ;
        Market disclosure As soon as possible              
         
        (b) any change in the index to which any Listed SecuritiesG are linked (including any changes in the constituent elements of the index or basket of Securities or the way in which the index is calculated or in the frequency of calculation of the index or the entity that is responsible for calculating and disseminating information with respect to the index);
                         
         
        (c) any changes in the trustee or custodian (where relevant);
                   
         
        (d) any change in the status of the product for taxation purposes;
                         
         
        (e) any suspension in the calculation of the index to which any Listed SecuritiesG are linked;
                         
         
        (f) any change in the trust deed or other document constituting the Listed SecuritiesG ;
                   
         
        (g) Any change in the paying agent;
                   
         
        (h) All proposed creations, or draw down issuances to effect partial redemptions including the outstanding amount of the Listed SecuritiesG which are listed after any such creation, redemption or drawdown has been made;
                   
         
        (i) the date on which it is proposed to close the books for the purposes of making drawdown, in the case of registered Structured ProductsG ; and
                         
         
        (j) Any purchase, redemption (including predetermined and scheduled redemptions) or cancellation by the Listed EntityG , or any member of the Listed Entity'sG group of its listed Structured ProductsG after such purchase, redemption or cancellation.
                   

        * To the extent applicable to Debentures or, in the case of Certificates, the underlying Debentures

        Derived from RM81/2011 (Made 30th November 2011). [VER1/11-11]
        [Amended] DFSA RM120/2013 (Made 14th July 2013). [VER4/07-13]

    • MKT A6.2 Other Continuing Obligations for Listed Entities

      • MKT A6.2.1

        This table forms part of Rule 9.7.8.

        [Added] DFSA RM120/2013 (Made 14th July 2013). [VER4/07-13]

      • MKT A6.2.2

        A Listed EntityG must, on the occurrence of an event specified in column 1, undertake the requirements detailed in column 2, within the time specified in column 3, in respect of the SecuritiesG identified with a “” in column 4, of this TableG .

          EVENT REQUIREMENTS TIME Structured Products Shares Warrants over Shares Warrants over Debentures Debentures Certificates Units
        Shares Debentures
        GENERAL
        1. Issue of further DebenturesG backed by the same asset, unless those further DebenturesG rank pari passu with or are subordinated to any class of DebenturesG which are already ListedG . Prior approval of the existing holders of the existing class of DebenturesG must be obtained. At all times          
        2. Proxy forms in the case of equity SecuritiesG . The proxy form sent out must make provision for two-way voting on all resolutions intended to be proposed at the meeting. At the same time as the sending of the notice convening the meeting      
        3. Paying agency for DebenturesG and Structured ProductsG . The Listed Entity'sG paying agent must provide facilities for obtaining new SecuritiesG , to replace those SecuritiesG which have been damaged, lost or stolen or destroyed and for all other purposes provided for in the terms and conditions of the SecuritiesG . At all times until the date on which no such SecuritiesG are outstanding.       *  
        REGISTRATION
        4. Maintenance of the register If the Listed EntityG does not maintain its own register, the Listed EntityG must make appropriate arrangements with its registrar to ensure compliance with any relevant continuing obligations in this Appendix. At all times
        5. Receipt of properly executed transfer documents or a request to split documents evidencing SecuritiesG . The Listed EntityG shall ensure that transfers are registered within seven (7) business days of receipt of the documents evidencing the SecuritiesG by the registrar.
        Unless the SecuritiesG have been issued in dematerialised form, the Listed EntityG or its registrar shall issue definitive documents arising out of a registration of transfers or the splitting of documents evidencing the SecuritiesG within seven (7) business days of receiving properly executed transfer documents or the date of expiration of any right of renunciation (as appropriate).
        At all times
        6. Issue of documents evidencing SecuritiesG Unless the SecuritiesG have been issued in dematerialised form, the Listed EntityG shall ensure that every PersonG whose name is entered as a holder in the register shall be entitled without charge to receive one document evidencing the SecuritiesG for all his holdings and the Listed EntityG shall permit a holder to have his holdings evidenced by as many documents as the holder requires (and in the sizes requested), subject to a maximum charge of $10 per document issued after the first. At all times.
        7. Registration of transfers or other documents relating to or affecting the title to any SecuritiesG , splitting documents evidencing SecuritiesG , issuing documents evidencing SecuritiesG or marking or noting such documents. Subject to 6 above, the Listed EntityG and its registrar shall not charge investors any fee for the registration. At all times
        8. Any announcement of the timetable for any proposed action affecting the rights of existing holders of its Listed SecuritiesG . The DFSAG may request amendments to the timetable, if considered necessary for the purpose of maintaining an orderly market. Notify the DFSAG At least 24 hours in advance of proposed publication
        9. Any proposed amendments to a timetable, including amendment to the publication details of an announcement. Notify the DFSAG Immediate
        10. All proposed drawings to effect partial redemptions, and, in the case of registered DebenturesG or Structured ProductsG , the date on which it is proposed to close the books for the purpose of making a drawing. The DFSAG must be informed of the outstanding amount of the SecuritiesG which are ListedG after any such drawing has been made, for publication by the DFSAG In advance As soon as possible          
        11. Any proposed decision with regard to:
        (a) any alteration of the Listed Entity'sG constitution and, in the case of DebenturesG and Structured ProductsG , any change in the trust deed or other document securing or constituting the SecuritiesG ;
        (b) any change in the domicile of incorporation or other establishment of the Listed EntityG ;
        (c) any change in the rights attaching to any class of SecuritiesG which are ListedG (including, in the case of DebenturesG , any change in the rate of interest carried and, in the case of Structured ProductsG , any change in the way the value of the SecuritiesG is calculated) and any change in the rights attaching to any SecuritiesG into which any SecuritiesG which are ListedG are convertible or exchangeable (including, in the case of Structured ProductsG , any changes in any index to which the SecuritiesG are linked);
        (d) any change in the Listed Entity'sG ongoing contact;
        (e) any change in the Listed Entity'sG secretary, auditors, registered address, transfer agent or registrar;
        (f) in the case of Debentures or Structured ProductsG , any change in the trustee or custodian;
        (g) in the case of convertible SecuritiesG , any change in the Listed EntityG of the convertible;
        (h) in the case of Structured ProductsG , any change in the paying agent; and
        (i) in the case of depositary receipts, any change in the depositary.
        Notify the DFSAG In advance
        12. In respect of SecuritiesG which carry rights of conversion or exchange into or subscription for the SecuritiesG of another company, or are guaranteed by another company. The Listed EntityG must ensure that adequate information is at all times available about the other company and about any changes in the rights attaching to the SecuritiesG to which such rights of conversion, exchange or subscription relate. This must include the availability of the audited annual accounts of the other company together with any interim financial statements and any other information necessary for a realistic valuation of such SecuritiesG to be made. As soon as possible    

        * To the extent applicable to DebenturesG or, in the case of CertificatesG , the underlying DebenturesG

        Derived from RM81/2011 (Made 30th November 2011). [VER1/11-11]
        [Amended] DFSA RM120/2013 (Made 14th July 2013). [VER4/07-13]