Chapter 1 General
1.1 Application of Rules
The Rules operate as a binding contract between SGX-ST and each Registered Person, and between each Trading Member and every other Trading Member.
A Trading Member is deemed to be bound by the Rules upon approval of the Trading Member's admission as a Trading Member by SGX-ST.
A Registered Person, other than a Trading Member, is deemed to be bound by the Rules upon registration with SGX-ST.
In interpreting the Rules, the intention and purpose behind the specific Rule and the Rules generally shall be taken into consideration. The Rules operate to ensure fair, orderly and transparent trading, to maintain an efficient and reputable market, to reduce systemic risk to participants in the market and to protect the investing public.
A person who is not a party to the Rules has no rights under the Contracts (Rights of Third Parties) Act 2001 to enforce or enjoy the benefit of the Rules, regardless of whether such person has been identified by name, as a member of a class or as answering a particular description.
1.2 Waivers or Variation
SGX-ST may waive or vary a Rule to suit the circumstances of a particular case, unless the Rule specifies that SGX-ST will not waive or vary it. SGX-ST may grant a waiver or variation subject to such conditions as it considers appropriate. A waiver or variation is only effective if the conditions are satisfied. If a waiver or variation is granted, SGX-ST will notify affected Registered Persons of the waiver or variation as soon as practicable, provided that any non-notification will not affect the validity of the waiver or variation.
No failure by SGX-ST to exercise or enforce any rights conferred upon it by the Rules shall be deemed to be a waiver of any such rights or operate so as to bar the exercise or enforcement thereof at any subsequent time or times. A Registered Person shall not be entitled to rely on a delay in the exercise or non-exercise of a right arising from a breach or non-performance of the Rules or on a default under the Rules as constituting a waiver of that right.
1.3 Rules, Directives and Regulatory Notices
SGX-ST may from, time to time, issue Directives and Regulatory Notices to supplement the Rules.
The Rules, including any Directives or Regulatory Notices, may be unilaterally issued, amended or revoked by SGX-ST, subject to the provisions of the Securities and Futures Act and the approval of the Board, and shall be effective at such time as may be specified by SGX-ST.
1.4 Practice Notes
1.5 Transitional Arrangements
1.6 Order of Precedence
Unless expressly provided otherwise, in the event of any conflict between the provisions of the following instruments, the provisions of an instrument with a higher level of precedence shall prevail over the provisions of an instrument with a lower level of precedence. The order of precedence, in descending order, of the instruments is as follows:(a) written law;(b) Rules, other than Directives and Regulatory Notices;(c) Directives;(d) Regulatory Notices; and(e) Practice Notes.
1.7 Delegation and Assignment
SGX-ST may delegate, assign or grant authority to exercise any of its rights, powers, authorities and discretions under the Rules, including any right to enforce the Rules, to such person or entity as it may determine in its sole discretion, without consent from any Registered Person. In the exercise of any such rights, powers, authorities and discretions under these Rules, such person or entity shall be bound to the same extent as the Exchange in respect of any obligations arising from the exercise of such rights, powers, authorities and discretions.
Where the Rules provide that any power, authority or discretion is to be exercised by the Board, the Board may delegate, assign or grant authority to exercise such power, authority or discretion to any person or entity. The Board may authorise a delegate to sub-delegate.
1.8 SGX RegCo's Authority
1.9 Limitation of Liability
None of SGX-ST, its related companies, SGX RegCo, any person or entity referred to under Rule 1.7, or their respective Directors, Officers, employees or agents ("Relevant Persons") shall be liable to any person for any loss or damage (including consequential or indirect loss or damage even if advised of the possibility of such loss or damage), however caused or arising, including but not limited to any loss or damage arising directly or indirectly from or in connection with the following or any thing done or not done as a direct or indirect consequence of the following:(a) any failure, error, delay or malfunction of the Trading System howsoever caused and whether or not identified or identifiable;(b) the access to, use of or inability to use the Trading System;(c) any thing done (including any statement made) or omitted to be done in the course of, or in connection with, the discharge or purported discharge of SGX-ST's obligations or rights under the SFA, any other applicable law, or under the Rules;(d) the trading on organised markets provided by SGX-ST or the suspension (whether temporary or a longer suspension), interruption, cancellation, restriction or closure of trading on those organised markets howsoever caused;(e) any failure, security breach, inoperability or malfunction of equipment, software or any other product supplied to a Trading Member howsoever caused, or in respect of its installation, maintenance or removal;(f) the exercise of a decision-making or regulatory power or discretion under the Rules;(g) any decision whether or not to cancel an Error Trade pursuant to Chapter 11;(h) the acceptance of a Trading Member's resignation or any decision or ruling of the Disciplinary Committee or Appeals Committee exercising their powers;(i) any virus or other destructive, malicious, or corrupting program, code, agent, script or macro;(j) any errors, inaccuracy, omissions or delay in the calculation, determination or dissemination of prices for any security or futures contract;(k) the originality, accuracy, adequacy, timeliness or completeness of the Trading System or any content, information, materials, images, sounds, graphics, video and other materials displayed therein or any functionalities or applications, programs or services provided therein (collectively "Content");(l) any reliance on the Content or any part thereof; or(m) any information transmitted or received by or on behalf of SGX-ST or a Trading Member, including through the Trading System, or the interception of or access to such information by unauthorised persons.
Without prejudice to the generality of Rule 1.9.1, none of the Relevant Persons (i) makes any warranty, express or implied, or (ii) shall be liable to any person in respect of, or in connection with, any of the following:(a) the originality, accuracy, adequacy, timeliness or completeness of an index or price;(b) results to be obtained from the use of an index or price, in respect of any product linked or related to the index or price whether in the form of contracts or options;(c) the merchantability and fitness for a particular purpose of, or use of, an index or price;(d) any direct, special, punitive, indirect or consequential damages (including lost profits), even when notified of the possibility of such damages;(e) any errors, omissions or delays in calculating or disseminating an index or price; and(f) trading of any product linked or related to the index or price, whether in the form of contracts or options.
For the purposes of Rule 1.9.2, a reference to an index includes administering, making, calculating, disseminating or compiling the index, or any intra-day proxies related or referable thereto, or any information or data included in or referable thereto.
Each Registered Person indemnifies each of SGX-ST, its related companies, SGX RegCo, any person or entity referred to under Rule 1.7, and their respective Directors, Officers, employees and agents ("Indemnified Persons") against any loss or liability incurred or suffered by an Indemnified Person where such loss or liability arose out of or in connection with:(a) any breach by the Registered Person of its obligations under the Rules; or(b) any wilful, unlawful, reckless or negligent act or omission by the Registered Person.
Without prejudice to the generality of Rule 1.10.1, in the event that any legal, arbitration or other proceedings are brought to impose any liability on all or any of the Indemnified Persons for an alleged failure on the part of any Indemnified Person to prevent or to require action by a Registered Person or any of its Directors, Officers, representatives (including without limitation Trading Representatives), employees or agents, the Registered Person shall reimburse the relevant Indemnified Person for:(a) all expenses and legal fees incurred by or on behalf of the Indemnified Person in connection with such proceedings;(b) any payment made by or on behalf of the Indemnified Person with the approval of the Registered Person in connection with any settlement of such proceedings; and(c) any payment made by or on behalf of the Indemnified Person as a result of any order, award or judgment made in such proceedings,
and the Registered Person shall render such co-operation as the Indemnified Person reasonably requires in respect of such proceedings including without limitation the production of any document or records.
Without prejudice to Rule 1.10.2, the Registered Person shall pay to an Indemnified Person, if the Indemnified Person so requires, the costs incurred by or on behalf of the Indemnified Person of producing or obtaining, pursuant to a court order or other legal process, records relating to the business or affairs of a Registered Person or any of its Directors, Officers, representatives (including without limitation Trading Representatives), employees or agents, regardless of the party requiring such production or obtainment.
1.11 Provision of Information
Each Registered Person shall, upon SGX-ST's request, provide any information or records as SGX-ST requires to discharge any of SGX-ST's duties, including to ensure fair, orderly and transparent trading, to maintain an efficient and reputable market, to reduce systemic risk to participants in the market, to protect the investing public, to make authorised disclosures or perform any other act described in Rule 1.12, or to investigate compliance with or enforce any Rule, from time to time ("Purposes"). SGX-ST and any of its related corporations may use all such information and records for such Purposes. The information or records requested for may include the terms and circumstances of, and parties to any transactions by a Registered Person's customers or former customers, and the terms of employment or contract and duties of persons acting for a Registered Person. Registered Persons must ensure that any information or records provided do not contain untrue statements, are not misleading and include rather than omit any material statements.
Where a Registered Person provides personal data on any individual (as defined under the Personal Data Protection Act 2012), the Registered Person undertakes that it has obtained consent from the individual concerned for it to disclose such personal data to SGX-ST, and for SGX-ST to collect, use and disclose such personal data, for the Purposes.
1.12 Disclosure of Information by SGX-ST
SGX-ST will take all reasonable measures to protect information provided to it by or on behalf of a Registered Person under the Rules from unauthorised use or disclosure.
Disclosure of information by SGX-ST is authorised use or disclosure if it:(a) is approved by the Authority and is to any governmental agency or regulatory authority (in or out of Singapore) that requests that SGX-ST provide the information for the proper exercise of powers relating to:(i) the governance of Registered Persons; or(ii) trading of securities and futures contracts (in or out of Singapore);(b) is required under any law (in or out of Singapore) or any order of any court or regulatory authority (each in or out of Singapore);(c) is publicly available at the time of disclosure to or by SGX-ST;(d) is in connection with the discharge of its regulatory obligations under the Securities and Futures Act or when compelled under applicable laws to do so or pursuant to any cross-border regulatory sharing arrangement subject to its obligation to maintain confidentiality under the Securities and Futures Act;(e) is in relation to the enforcement of the Rules or adjudication of a matter;(f) is to any of SGX-ST's related corporations;(g) is authorised by the Authority to be disclosed or furnished under the Securities and Futures Act; or(h) constitutes authorised use or disclosure of information at common law.
SGX-ST will maintain the following registers and such other registers as it may in its sole discretion require:(a) Register of Trading Members;(b) Register of Designated Market-Makers;(c) Register of market-making representatives;(d) Register of Chief Executive Officers; and(e) Register of Trading Representatives.
1.14 Fidelity Fund