Singapore Issues Online Securities Guidelines

The Ministry of Finance, Registrar of Companies and Businesses and the Monetary Authority of Singapore (MAS) this week jointly announced new guidelines for the offer of
shares, debentures and unit trusts online.

The move, which the government says are in line with international
practices, are aimed at making the Internet a safe and reliable source of
information for investment decisions “without constraining issuers’ ingenuity
in making such offers cheaper, faster and more convenient for the investor”.

Among the key guidelines, the government expects all offerors to lodge a
printed copy of their prospectus with the Registrar before making an offer
on the Internet. In addition, any offer of shares or trusts through the
Internet must be accompanied with an electronic prospectus.

“The electronic prospectus must contain the same information in
substantially the same sequence as the printed copy lodged with the
Registrar” and prospective investors must be given access to the electronic
prospectus before the application form, the government statement said.

In addition, the electronic prospectus must be clearly demarcated on the
Web site to distinguish it from other material.

Hyperlinks created by
offerors to the prospectus must bring prospective investors directly to the
front page of the prospectus. No detour to other Web sites are allowed, it said.

The government said that financial services are increasingly being offered
through the Internet as it is a cost efficient system from the point of view
of the providers. But the guidelines, drawn in consultation with industry
agents like corporate lawyers and issuing agents, aim to clarify the
authorities’ policy perspective on public offers of securities.

These guidelines support “the government’s efforts in promoting the
measured and orderly growth of commerce and finance done over the Internet
and in making Singapore a e-commerce hub,” it said.

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