1964_SECURITIES_ORDINANCE — Page 104

1989 Ed.]

Securities

[CAP. 333

103

Commission may institute proceedings in respect of any offence against this Ordinance that is punishable on summary conviction.

(Amended 10 of 1989 s. 65)

149. Amendment of Schedules and certain specified amounts

The Governor in Council may, by order published in the Gazette, amend-

(a) Schedules 1 and 2; and

(b) any amount or sum specified in Part X.

150. (Repealed 10 of 1989 s. 65)

SCHEDULE 1

REQUIREMENTS TO BE SATISFIED IN RELATION TO OFFERS TO ACQUIRE SECURITIES

[ss. 72 & 149]

1. If the securities to be acquired are currently listed or quoted on the Unified Exchange or a foreign stock exchange, the offer shall, subject to paragraph 2,- (Amended 58 of 1985 s. 87)

2.

(a) state this fact and specify the exchange or exchanges on which the securities are currently listed or quoted;

(b) specify the last recorded price paid in respect of the securities on the Unified Exchange, or, in the case of a foreign stock exchange, listed or quoted, on the latest practicable date during the period of 3 months immediately preceding the date of the offer; (Replaced 62 of 1976 s. 35. Amended 58 of 1985 s. 87)

(c) specify the last price paid in respect of the securities on the last trading day of each of the 6 months immediately preceding the date of the offer;

(d) specify the highest and the lowest prices paid in respect of the securities during the period of 6 months immediately preceding the date of the offer;

(e) where the offer has been the subject of a public announcement, whether in a newspaper or in any other form of news medium or otherwise, specify the last price paid in respect of the securities on the last trading day during the period of 3 months immediately preceding the public announcement, or, if the securities were not dealt in during that period, this should be stated. (Amended 62 of 1976 s. 35)

If the securities proposed to be acquired are not listed or quoted on the Unified Exchange or a foreign stock exchange, the offer shall contain- (Amended 58 of 1985 s. 87)

(a) any information that the offeror may have as to the number and nominal value of those securities that have been sold in Hong Kong during the period of 6 months immediately preceding the date of the offer and the prices yielded by those sales, or, where the offeror has no such information, a statement to that effect; and

(b) particulars of any restriction in the constitution of the corporation which issued the securities on the right to transfer the securities which has the effect of requiring the offerees, before transferring securities held by them in the corporation, to offer those securities for purchase to members of the corporation or to any other person, and, where there is any such restriction, the arrangements (if any) being made to enable the securities to be transferred in pursuance of the offer.

3. Where the securities proposed to be acquired are those of a corporation incorporated outside Hong Kong and any holders of those securities reside in Hong Kong, and those securities are listed or quoted on a stock exchange of the country or territory in which the corporation is incorporated, the offer shall state this fact and specify the stock exchange on which they are listed or quoted.

4. The offer shall contain, in a prominent position in printing not smaller than eight point Times, a notice in the following form-