The Monetary Authority of Singapore (MAS), Securities Industry Council (SIC) and Singapore Exchange Regulation (SGX RegCo) introduced temporary measures to allow, with immediate effect until 30 September 2020, listed issuers and parties involved in rights issues and take-over or merger transactions the option to electronically disseminate offer documents through publication on SGXNet and their corporate websites.
There is thus no need to despatch hardcopy offer documents as required under the Securities and Futures Act, the Singapore Code on Take-overs and Mergers and the SGX Listing Rules.
The number of printers and mailing houses permitted to operate and their manpower will continue to be restricted. The temporary measures to permit electronic dissemination will enable rights issues and take-over or merger transactions to take place while reducing the manpower needed to be physically present at workplaces to prepare, print and deliver a large number of offer documents.
Under the temporary measures, issuers and parties who opt to disseminate their offer documents electronically must send a hardcopy notification to shareholders with instructions on how they can access the electronic version of the offer documents. They must also send the hardcopy application or acceptance forms to shareholders.
These requirements will ensure that shareholders continue to be informed of these significant corporate actions by mail during this time and facilitate their participation in the corporate actions. Parties undertaking rights issues or take-over or merger transactions are strongly encouraged to allow shareholders to apply and pay for the subscription of rights issues, accept offers and inspect documents through the internet.
The temporary measures are effected through the introduction of the Securities and Futures (offers of investments) (temporary exemption from sections 277(1)(c) and 305B(1)(b)) Regulations 2020 by MAS for rights issues and the adoption of alternative arrangements by the SIC for takeover and merger transactions. SGX Listing Rules that require delivery of physical documents will also not be applicable during this period.
Re-disseminated by The Asian Banker