【法规名称】
【法规编号】 82409 什么是编号？
【正 文】
第2页 CAP 571W SECURITIES AND FUTURES (PRICE STABILIZING) RULES
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[接上页] "relevant authorized automated trading services" (有关认可自动化交易服务) means authorized automated trading services where- (a) the terms of their authorization include a term permitting stabilizing action to be taken in compliance with these Rules in respect of relevant securities traded by means of such authorized automated trading services; and (b) such term is contained in the register maintained under section 99(1) of the Ordinance;"relevant communications" (有关通讯) means any of the communications specified in Schedule 1; "relevant offer" (有关要约) means an offer of relevant securities in respect of which any stabilizing action is taken; "relevant securities" (有关证券) means- (a) equity securities; (b) debt securities; or (c) depositary receipts of equity securities or debt securities;"stabilizing action" (稳定价格行动) means primary stabilizing action or ancillary stabilizing action; "stabilizing manager" (稳定价格操作人) means the single intermediary appointed by or on behalf of the offeror to take any stabilizing action under these Rules; "stabilizing period" (稳定价格期间), in relation to any relevant securities, means the period- (a) beginning on the earlier of- (i) the commencement of trading of the relevant securities on a recognized stock market or by means of relevant authorized automated trading services; or (ii) where applicable, the commencement of trading of the relevant securities on a specified stock exchange outside Hong Kong, after the offer document relating to the relevant securities is issued and the offer price for the relevant securities is announced, whether in the offer document or otherwise; and(b) ending on the earlier of the 30th day after- (i) the closing date; or (ii) the commencement of trading of the relevant securities on a recognized stock market;"stabilizing price" (稳定价格), in relation to any relevant securities, means the price at which any stabilizing action in respect of the relevant securities is taken. (2) For the purposes of these Rules, a depositary receipt shall be regarded as the same as the equity securities or the debt securities it represents in the corresponding quantity. Cap 571W s 3 Application Notwithstanding anything in these Rules, stabilizing action may only be taken in respect of relevant securities the subject of an offer for cash where- (a) the offer for cash is to be, or has been, made at a specified price payable in Hong Kong dollars or in any foreign currency; (b) the relevant securities are traded or have been admitted to trading on a recognized stock market or by means of relevant authorized automated trading services, or are the subject of an application for admission to trading on a recognized stock market or by means of relevant authorized automated trading services; (c) the total value of the relevant securities offered (excluding any allocation of the relevant securities referred to in section 7(1)(a)(i)) at the offer price is not less than $100 million (or its equivalent in any foreign currency); and (d) the offer is to the public, and such offer- (i) is to be, is, or has been subject of a prospectus, or an advertisement, invitation or document the issue of which has been authorized by the Commission under section 105 of the Ordinance; or (ii) (A) is an offer- (I) within the meaning of section 343(2) of the Companies Ordinance (Cap 32); or (II) in respect of which an exemption from compliance with the requirements of sections 38(1) and (3) and 44A(2) of the Companies Ordinance (Cap 32) is made by virtue of section 3 of the Companies Ordinance (Exemption of Companies and Prospectuses from Compliance with Provisions) Notice (Cap 32 sub. leg. L);(B) is for relevant securities that are or will be uniform in all respects with securities previously issued and for the time being traded or admitted to trading on a recognized stock market or by means of relevant authorized automated trading services; and (C) is to be, is, or has been subject of a public announcement containing the offer price of the relevant securities and the information relating to the relevant securities required in item 4 of Schedule 1, provided that if the offer comprises equity securities to be sold by an existing shareholder, the shareholder has agreed to subscribe for the same number of such equity securities at the same price after taking account of expenses incurred. Cap 571W s 4 Conduct not to constitute market misconduct PART 2 EXEMPTION FOR STABILIZING ACTION For the purposes of section 282(1) of the Ordinance, any stabilizing action in respect of any relevant securities taken in compliance with these Rules shall not be regarded as constituting market misconduct. Cap 571W s 5 Conduct not to constitute offences under Part XIV of the Ordinance For the purposes of section 306(1) of the Ordinance, any stabilizing action in respect of any relevant securities taken in compliance with these Rules shall not be regarded as constituting an offence under Part XIV (other than section 300 or 302) of the Ordinance. |
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