TNAG-1964-FCO40-2796-Hong-Kong-Pension-Benefits-(Miscellaneous-Amendments)-Bill-1-1989 — Page 24

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Time of

notification and particulars to be contained

1985 c. 6, s. 202

1967 c. 81, s. 33

Ord. No. 63/88

SECURITIES (DISCLOSURE OF INTERESTS)

7. (1) Where notification is required by section 3 with respect to a person's interest (if any) in shares comprised in relevant share capital of a listed company, the duty to make the notification must (except where sec- tion 6(2) applies) be performed within the period of 5 days next following the day on which that duty arises; and the notification must be in writing to the company.

(2) Upon the commencement of this Ordinance, every person who at that time is interested in shares comprised in relevant share capital of a listed company of an aggregate nominal value equal to or more than the notifiable percentage of the nominal value of that share capital shall be under a duty to notify the listed company of the subsistence of his interests at that time and the number of shares comprised in that share capital (specifying it) in which each interest subsists at that time.

(3) In the case of a duty imposed by subsection (2)—

(a) if, at the time when the duty arises, the person upon whom the

duty is imposed-

(i) does not know of the subsistence of his interests; or

(ii) knows only of the subsistence of interests in shares comprised in relevant share capital of an aggregate nominal value less than the notifiable percentage of the nominal value of that share capital, the duty must be performed-

(A) upon there coming to his knowledge the matter of the subsistence of interests in shares so comprised of an aggregate nominal value not less than the notifiable percentage of the nominal value of that share capital, so far as regards those interests, within the period of 5 days next following the day on which that matter comes to his knowledge; and

(B) so far as regards an interest whose subsistence comes to his knowledge after that matter comes to his knowledge, be performed within the period of 5 days next following the day on which the subsistence of the interest comes to his knowledge;

(b) if, at the time when the duty arises, the person upon whom the duty is imposed knows of the subsistence of interests in shares comprised in relevant share capital of an aggregate nominal value of not less than the notifiable percentage of the nominal value of that share capital, the duty must be performed—

(i) so far as regards those interests, within the period of 5 days next following the day on which the duty arises; and

(ii) so far as regards an interest whose subsistence comes to his knowledge after the duty arises, within the period of 5 days next following the day on which the subsistence of the interest comes to his knowledge.

(4) In the event of—

(a) a company becoming a listed company; or

(b) a listed company's share capital of any class becoming relevant

share capital,

SECURITIES (DISCLOSURE OF INTERESTS)

Ord. No. 63/88

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subsection (2) shall apply as in the case therein mentioned but with the substitution, for references to the time when this Ordinance comes into operation, of references to the time at which the event occurs.

(5) The notification required by section 3 must specify the share 1985 c. 6, s. 202 capital to which it relates, and must also—

(a) state the number of shares comprised in that share capital in which the person making the notification knows he was interested immediately after the time when the duty arose; or

(b) in a case where the person no longer has a notifiable interest in shares comprised in that share capital, state that he no longer has that interest.

(6) A notification required by section 3 with respect to a person's interest in a listed company's relevant share capital (other than one stating that he no longer has a notifiable interest in shares comprised in that share capital) shall include particulars of—

(a) the identity of each registered holder of shares to which the

notification relates; and

(b) the number of those shares held by each such registered holder, so far as known to the person making the notification at the date when the notification is made.

(7) A person who has an interest in shares comprised in a listed company's relevant share capital, that interest being notifiable under sec- tion 3, is under a duty to notify the listed company in writing-

(a) of any particulars in relation to those shares which are specified in

subsection (6); and

(b) of any change in those particulars,

of which in either case he becomes aware at any time after any interest notification date and before the first occasion following that date on which he comes under any further duty of disclosure with respect to his interest in shares comprised in that share capital.

(8) A duty arising under this section must be performed within the period of 5 days next following the day on which it arises.

(9) The reference in subsection (7) to an interest notification date, in relation to a person's interest in shares comprised in a company's relevant share capital, is-

(a) the date of any notification made by him with respect to his

interest under this Part; or

(b) where he has failed to make a notification, the date on which the

period allowed for making it came to an end.

(10) A person who at any time has an interest in shares which is notifiable is to be regarded for the purposes of subsection (7) as continuing to have a notifiable interest in them unless and until he comes under a duty to make a notification stating that he no longer has such an interest in those shares.