16.1.1
Unless exempt under the Securities and Futures Act or the Securities and Futures Regulations, prior to engaging in corporate finance activities, a Trading Member and its corporate finance staff must obtain the appropriate licence and be appropriately registered.
Amended on 3 April 20083 April 2008 and 29 November 201029 November 2010.
16.1.2
The corporate finance department of a Trading Member must engage only in the following types of activities:—
Amended on 3 April 20083 April 2008.
16.1A.1
This Chapter shall not apply to a Trading Member who holds a licence specified in Rule 4.1.1(1)(b). Such a Trading Member shall comply with such requirements established by the Relevant Regulatory Authority, if any, and principles of good business practice in relation to the areas set out in Chapter 16 for its business activities on SGX-ST.
Added on 19 May 201419 May 2014.
16.2.1
A Trading Member must inform SGX-ST in writing at least 14 days before it engages in corporate finance activities under Rule 16.1.
16.2.2
A Trading Member must supply SGX-ST with any information SGX-ST requires regarding the corporate finance activities.
16.2.4
SGX-ST may require a Trading Member to end any of its corporate finance activities if:—
16.2.5
If SGX-ST requires a Trading Member to end any of its corporate finance activities, the Trading Member may, within 14 days after it is notified of SGX-ST's decision, appeal in writing to the SGX RegCo Board whose decision will be final.
Amended on 15 September 201715 September 2017.
16.3.1
The corporate finance department must have adequate staff with relevant expertise and experience.
16.3.2
A Trading Member must:—
16.3.3
A Trading Member is responsible to SGX-ST for the acts and omissions of its corporate finance staff.
16.3.4
SGX-ST may limit the scope of activity of a corporate finance staff or direct a Trading Member to replace a corporate finance staff if the person:—
16.3.5
A Trading Member may, within 14 days after it is directed by SGX-ST to replace a corporate finance staff, appeal in writing to the SGX RegCo Board whose decision will be final.
Amended on 15 September 201715 September 2017.
16.4.1
A Trading Member's corporate finance activities must be separate from its dealing, research and back office operations. Separation means at least having the following:—
16.4.2
A Trading Member may have a research analyst assist in a corporate finance project. If so, the Trading Member must have procedures to avoid any conflict of interest.
16.4.3
Other departments of the Trading member may provide accounting, personnel support and other support services to the corporate finance department but the Trading Member must ensure that confidentiality of corporate finance customers is preserved.
16.5.1
Underwriting commitment limits must be set by those members of the senior management of the Trading Member who are independent of the corporate finance and dealing departments.
16.6.1
A Trading Member must ensure that corporate finance staff do not divulge any confidential information to any person who is not entitled to receive the information.
16.6.2
A Trading Member must ensure that corporate finance staff exercise due care to prevent any leak of confidential information.
16.7.1
A restricted list of securities on which the corporate finance department is working must be maintained.
16.7.2
A security must be moved onto the restricted list no later than the date the deal is mandated.
16.7.3
If circulated, the restricted list may be circulated to only the following persons:—
16.7.4
Staff who are privy to the Restricted List must not deal in securities listed therein, or in any derivative of such securities, either for the Trading Member's account, their own accounts or accounts over which they have control and influence.
Amended on 3 April 20083 April 2008.