1974-HKRS28-16-22_Part01 — Page 29

(Cap. 1550

(Cap. 321

(Cap. 32)

6

"licensed bank" means a bank licensed under the Banking Ordin-

ance to carry on banking business in Hong Kong; "listing", in relation to a security, means the procedure whereby

a security is listed on a stock exchange; "member firm" means a firm which carries on a business of

dealing in securities and is a member of a stock exchange; "mutual fund corporation" means any corporation which is or holds itself out as being engaged primarily, or proposes to engage primarily, in the business of investing, reinvesting or trading in securities and which is offering for sale or has outstanding any redeemable shares of which it is the issuer; "purchase", in relation to any securities, includes subscribing for

those securities;

"registered", in relation to a dealer, dealer's representative, invest- ment adviser, or investment representative, means registered under this Ordinance:

"registered company" means a company formed and registered

under the Companics Ordinance,

"representative" means a dealer's representative or an investment

representa Live:

"rules", in relation to a stock exchange, means the rules governing The conduct of the exchange or its members, by whatever name they may be called and wherever contained; "securities" means any shares, stocks, debentures, loans, funds, bonds, or notes of, or issued by, any body, whether incor- porated or unincorporated, or of any government or local government authority; and includes-

(a) rights, options, or interests (whether described as units

or otherwise) in or in respect of any of the foregoing: (b) certificates of interest or participation in, or temporary or interim certificates for, receipts for, or warrants to subscribe to or purchase, any of the foregoing; or

(c) any instruments commonly known as securities; but does not include.

(any shares or debentures of any company which is a private company within the meaning of section 29 of the Companies Ordinance;

(ii) any interest arising under a partnership agreement or proposed partnership agreement (other than an agreement creating a limited partnership), unless the agreement or

7

proposed agreement relates to an undertaking, scheme, enterprise, or investment contract promoted by or ou behalf of a person whose ordinary business is or includes the promotion of similar undertakings, schemes, enter- prises, or investment contracts, whether or not that person is, or is to become, a party to the agreement or proposed agreement, or unless the agreement is or would be an agreement, or is or would be within a class of agree- ments, prescribed by regulations for the purposes of this paragraph;

(ii) any negotiable receipt or other negotiable certificate or document evidencing the deposit of a sum of money, or any rights or interests arising under any such receipt. certificate, or document;

"share" means a share in the capital of a corporation; and includes

the stock or any part of the stock of a corporation; "stockbroker" means a dealer who is a member of a stock exchange, whether as an individual member, partner of a member firm, or director of a corporate member:

"stock exchange" or "exchange" means any company that is for the time being approved or deemed to be approved by the Commission under section 25;

"stock market" means a place where persons regularly meet together to negotiate sales and purchases of securities (in- cluding prices), or a place at which facilities are provided for bringing together sellers and purchasers of securities; but does not include the office of a stockbroker, or of a member firm or corporate member of a stock exchange:

"title" includes name or description:

"trust account" means a trust accoupl established under section

84:

“underwriter" means a person who for remuneration undertakes to subscribe for or purchase on specified terms such specified securities as are offered to the public by a person issuing or selling those securities, but are not subscribed for or pur- chased by the public;

"unit trust" means any arrangement made for the purpose, or having the effect, of providing facilities for the participation by persons, as beneficiaries under a trust, in profits or income arising from the acquisition, holding, management or dis- posal of securities or any other property whatsoever.