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  • PRS 4 General Conditions

    • PRS 4.1 Application

      • PRS 4.1.1

        This chapter applies to an IssuerG and its Stabilisation ManagerG and any appointed Stabilisation AgentG .


        Derived from DFSA RM21/2005 (Made 1st August 2005). [VER1/08-05]

    • PRS 4.2 General conditions relating to the carrying out of Price Stabilisation

      • PRS 4.2.1

        (1) For Price StabilisationG to occur an IssuerG of the relevant Eligible SecuritiesG must ensure that a prominent statement appears in the ProspectusG or other offering document which clearly states that the OfferG of SecuritiesG may be subject to Price StabilisationG and also identifies by name the Stabilisation ManagerG .
        (2) For the purpose of (1), "prominent" means that the statement must appear under its own separate heading in the first few pages of a ProspectusG or other offering document.
        (3) The existence and principal terms of any option or right to purchase the Eligible SecuritiesG which are the subject of the Price StabilisationG from the IssuerG , must be disclosed in the relevant ProspectusG or other offering document.

        Derived from DFSA RM21/2005 (Made 1st August 2005). [VER1/08-05]
        [Amended] DFSA RM70/2010 (Made 11th July 2010). [VER3/07-10]
        [Amended] DFSA RM172/2016 (Made 10th February 2016). [VER6/04-16]

        • PRS 4.2.1 Guidance

          1. The existence of any Stabilisation AgentsG does not have to be disclosed.
          2. The following is an example of the wording of a statement under Rule 4.2.1(1) (this does not include the disclosure required under Rule 4.2.1(3));

          "In connection with this [issue][offer], [name of Stabilisation Manager] may over-allot or effect transactions with a view to supporting the market price of [description of relevant Securities] at a level higher than that which might otherwise prevail for a limited period after the issue date. However, there may be no obligation on [name of Stabilisation Manager] [or any of his agents] to do this. Such stabilising, if commenced, may be discontinued at any time, and will be brought to an end after a limited period."

          Derived from DFSA RM21/2005 (Made 1st August 2005). [VER1/08-05]
          [Amended] DFSA RM172/2016 (Made 10th February 2016). [VER6/04-16]

      • PRS 4.2.2

        (1) A Stabilisation ManagerG must not conduct, or permit his Stabilisation AgentG to conduct, any Price StabilisationG unless:
        (a) the requirements of PRS Rule 4.2.1 are fulfilled;
        (b) the Authorised Market InstitutionG or other exchange on which the Eligible SecuritiesG are admitted to trading have been informed that Price StabilisationG in those Eligible SecuritiesG may take place during the Stabilisation WindowG and that any requirements been complied with; and
        (c) there are systems and controls in place to ensure compliance with PRS.
        (2) A Stabilisation ManagerG must establish a register of Price StabilisationG and take reasonable steps to satisfy himself that the mechanisms required to update the register are in place.

        Derived from DFSA RM21/2005 (Made 1st August 2005). [VER1/08-05]
        [Amended] DFSA RM70/2010 (Made 11th July 2010). [VER3/07-10]

      • PRS 4.2.3

        The Stabilisation ManagerG must not conduct, nor allow his Stabilisation AgentG to conduct, Price StabilisationG in any case where:

        (a) the Market PriceG of the Eligible SecuritiesG is falsely higher than the price which would otherwise prevail; and
        (b) the Stabilisation ManagerG knows or ought reasonably to have known that the falsity in the Market PriceG was attributable in whole or in part to any conduct by a PersonG who was in breach of the Market MisconductG provisions; or
        (c) any requirements of an Authorised Market InstitutionG or any other exchange have not been complied with.

        Derived from DFSA RM21/2005 (Made 1st August 2005). [VER1/08-05]
        [Amended] DFSA RM70/2010 (Made 11th July 2010). [VER3/07-10]

    • PRS 4.3 Post Price Stabilisation Disclosure

      • PRS 4.3.1

        If a Stabilisation ManagerG has conducted Price StabilisationG during the Stabilisation WindowG , then he must, within 2 business days following a Price StabilisationG transaction, disclose to the DFSAG the following details:

        (a) the total number of Eligible SecuritiesG transacted by the Stabilisation ManagerG and any Stabilisation AgentsG ;
        (b) the average price of Eligible SecuritiesG transacted during the Price StabilisationG ;
        (c) whether a Price StabilisationG transaction was undertaken otherwise than through the central order book of the relevant Authorised Market InstitutionG ;
        (d) if the Stabilisation ManagerG has an outstanding short position, the number of Eligible SecuritiesG in that short position; and
        (e) any additional information which the DFSAG requires the Stabilisation ManagerG to disclose.
        [Added] DFSA RM70/2010 (Made 11th July 2010). [VER3/07-10]

        • PRS 4.3.1 Guidance

          PRS Rule 4.3.1 requires a Stabilisation ManagerG to disclose to the DFSAG details of each Price StabilisationG transaction conducted during the Stabilisation WindowG . The purpose of this RuleG is to provide the DFSAG with an understanding of the level of price support afforded to the Eligible SecuritiesG during the Stabilisation WindowG and the manner in which Price StabilisationG occurred.

          [Added] DFSA RM70/2010 (Made 11th July 2010). [VER3/07-10]

      • PRS 4.3.2

        If a Stabilisation ManagerG has conducted Price StabilisationG during the Stabilisation WindowG , then he must within 2 business days following the end of the Stabilisation WindowG disclose to the market the following details:

        (a) the total number of Eligible Securities bought by the Stabilisation ManagerG and any Stabilisation AgentsG during the Stabilisation WindowG and the date of the first and last stabilisation transactions;
        (b) the average price of Eligible Securities bought on market during the Stabilisation WindowG ;
        (c) whether a Price StabilisationG transaction was undertaken otherwise than through the central order book of the relevant Authorised Market InstitutionG ;
        (d) if the Stabilisation ManagerG has an outstanding short position, the number of Eligible SecuritiesG in that short position; and
        (e) any additional information which the DFSAG requires the Stabilisation ManagerG to disclose.
        Derived from DFSA RM21/2005 (Made 1st August 2005). [VER1/08-05]
        [Amended] DFSA RM42/2007 (Made 15th February 2007). [VER2/02-07]
        [Amended] DFSA RM70/2010 (Made 11th July 2010). [VER3/07-10]

        • PRS 4.3.2 Guidance

          PRS Rule 4.3.2 requires a Stabilisation ManagerG to disclose to the market details of the Price StabilisationG support conducted during the Stabilisation WindowG . The purpose of this RuleG is to provide the market with an understanding of the level of price support afforded to the Eligible SecuritiesG during the Stabilisation WindowG .


          Derived from DFSA RM21/2005 (Made 1st August 2005). [VER1/08-05]
          [Amended] DFSA RM70/2010 (Made 11th July 2010). [VER3/07-10]