904

Past version: Effective up to 30 Mar 2017

For the purposes of this Chapter, the following definitions apply:—

(1) "approved exchange" means a stock exchange that has rules which safeguard the interests of shareholders against interested person transactions according to similar principles to this Chapter.
(2) "entity at risk" means:
(a) the issuer;
(b) a subsidiary of the issuer that is not listed on the Exchange or an approved exchange; or
(c) an associated company of the issuer that is not listed on the Exchange or an approved exchange, provided that the listed group, or the listed group and its interested person(s), has control over the associated company.
(3) "financial assistance" includes:
(a) the lending or borrowing of money, the guaranteeing or providing security for a debt incurred or the indemnifying of a guarantor for guaranteeing or providing security; and
(b) the forgiving of a debt, the releasing of or neglect in enforcing an obligation of another, or the assuming of the obligations of another.
(4)
(a) In the case of a company, "interested person" means:—
(i) a director, chief executive officer, or controlling shareholder of the issuer; or
(ii) an associate of any such director, chief executive officer, or controlling shareholder.
(b) In the case of a REIT, "interested person" shall have the meaning defined in the Code on Collective Investment Schemes issued by the MAS.
(c) In the case of a business trust, "interested person" means:—
(i) a director, chief executive officer, or controlling shareholder of the trustee-manager of the business trust;
(ii) the trustee-manager or controlling unitholder of the business trust; or
(iii) an associate of any of the persons or entities in (i) or (ii) above.
(d) In the case of an investment fund which is not a REIT or business trust, "interested person" means:—
(i) a director, chief executive officer or controlling shareholder of the investment manager(s) (or any equivalent) of the investment fund;
(ii) the investment manager(s) (or any equivalent), the trustee or controlling unitholder of the investment fund; or
(iii) any associate of any of the persons or entities in (i) or (ii) above.
(5) "interested person transaction" means a transaction between an entity at risk and an interested person.
(6) "transaction" includes:—
(a) the provision or receipt of financial assistance;
(b) the acquisition, disposal or leasing of assets;
(c) the provision or receipt of services;
(d) the issuance or subscription of securities;
(e) the granting of or being granted options; and
(f) the establishment of joint ventures or joint investments;
whether or not in the ordinary course of business, and whether or not entered into directly or indirectly (for example, through one or more interposed entities).