• TMA-2.21 TMA-2.21 Disclosure of Dealings During Offer Period

    • Dealings by Parties and by Associates for Themselves or for Discretionary Clients

      • TMA-2.21.1

        Dealings in relevant securities by an offeror or the offeree company, and by any associates, for their own account or for the account of discretionary investment clients account during an offer period must be publicly disclosed.

        Amended: October 2019

      • TMA-2.21.2

        [This Paragraph was deleted in October 2019].

        Deleted: October 2019

      • TMA-2.21.3

        Except with the consent of the CBB, dealings in relevant securities during an offer period for the account of discretionary investment clients by an associate which is an exempt fund manager connected with an offeror or the offeree company must be privately disclosed. If, however, the Exempt fund manager is an associate by virtue of sub-paragraph (f) of the definition of associate, the exempt fund manager must disclose publicly, in addition to disclosing privately.

        Amended: October 2019

    • Dealings by Parties and by Associates for Non-Discretionary Clients

      • TMA-2.21.4

        Except with the consent of the CBB, dealings in relevant securities during an offer period by an offeror or the offeree company, and by any associates, for the account of non-discretionary investment clients (other than an offeror, the offeree company and any associates) must be privately disclosed.

        Amended: October 2019

    • Discretionary Accounts

      • TMA-2.21.5

        If a person manages investment accounts on a discretionary basis, relevant securities so managed will be treated, for the purpose of this rule, as controlled by that person and not by the person on whose behalf the relevant securities are managed. Except with the consent of the CBB, where more than one discretionary investment management operation is conducted in the same group, relevant securities controlled by all such operations will be treated for the purpose of this rule as those of a single person and must be aggregated.

        Amended: October 2019

    • Connected Exempt Principal Traders

      • TMA-2.21.6

        Dealings in relevant securities by an exempt principal trader connected with an offeror or the offeree company must be aggregated and disclosed to the licensed exchange before trading hours at the licensed exchange in Bahrain on the business day following the date of the transactions.

        In the case of dealings in options or derivatives, full details must be given so that the nature of the dealings can be fully understood.

        Amended: October 2019

      • TMA-2.21.7

        For the purposes of this Section, the disclosure shall consider the following:

        (a) Disclosure shall be made before trading hours at the licensed exchange in Bahrain on the business day following the date of the transaction. CBB should be consulted on any practical difficulties;
        (b) In the case of a public disclosure, dealings should be disclosed in writing to all offerors and the offeree company or their respective professional advisers while also disclosing to the CBB and also, in respect of dealings in listed securities, to the licensed exchange; and
        (c) The disclosure shall include the following:
        (i) The total number of securities purchased or sold;
        (ii) Prices paid or received. In the case of an average price bargain each underlying trade should be disclosed;
        (iii) Identity of the associate or any other person dealing if different from the owner or controller;
        (iv) If dealing with an associate, an explanation of how that status arises;
        (v) If disclosure is made by a 5 percent shareholder or group of shareholders, a statement to that effect;
        (vi) The resultant total number of relevant securities owner or controlled by the associate and percentage which it represents; and
        (vii) If relevant, details of any arrangements required in the context of indemnity and other arrangements.
        Amended: October 2019
        Amended: April 2013