Whole Section

  • Disclosure of Subscription

    • 428

      (1) If any of the following persons acquires an interest (whether directly or through a nominee) in the securities being marketed, their respective aggregate interest and the circumstances resulting in the acquisition of the interest must be announced before listing of the listing applicant's securities:
      (a) each director and his associates;
      (b) each substantial shareholder and his associates;
      (c) the sponsor and its connected clients;
      (d) the underwriter and its connected clients;
      (e) the lead broker and its connected clients;
      (f) any distributor and its connected clients.
      (2) The disclosure required by Rule 428(1) must be made to the best of the sponsor's knowledge and belief, having taken all reasonable steps and made all reasonable enquiries.
      (3) A "connected client" means:
      (a) a director or substantial shareholder of the sponsor, underwriter, lead broker or distributor;
      (b) a spouse, infant child or step child of any person in (a);
      (c) a person in the capacity of trustee of a private or family trust (other than a pension scheme) the beneficiaries of which include any person in (a);
      (d) a relative of any person in (a) whose account is managed by the sponsor, underwriter, lead broker or distributor in pursuance of a discretionary managed portfolio agreement; or
      (e) a company which is a member of the same group of companies as the sponsor, underwriter, lead broker or distributor.
      (4) After the offer to the public closes, the listing applicant announces the outcome of the offer, and where appropriate, the level of subscription and the basis of allocation and allotment, and the subscription rate reflecting the true level of demand for the offer. In computing the subscription rate, subscriptions by connected persons and the persons mentioned in Rule 428 must be excluded.