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  • MAM-4.2 MAM-4.2 Conditions for Exemption for Stabilizing Action

    • MAM-4.2.1

      In order to be eligible for exemption under rule MAM-4.1.1, the stabilizing action taken must be in respect of an offer of securities where:

      (a) The relevant securities are or are intended to be listed on a licensed exchange or on both a licensed exchange and an overseas securities exchange, as the case may be;
      (b) The price stabilization scheme, the total value of securities and the maximum number of securities that the price stabilization manager can buy or sell are approved by the CBB at the time of permitting the issue or listing of relevant securities;
      (c) The offer document states:
      (i) That stabilizing action may be taken in respect of the relevant securities;
      (ii) The maximum period during which stabilizing action may be taken;
      (iii) The total nominal value or number, as the case may be, of the securities which are the subject of an over-allotment option, if applicable; and
      (iv) The total nominal value or number, as the case may be, of the relevant securities that the stabilizing manager may buy to undertake stabilizing action, which shall not exceed the value or number approved by the CBB, as the case may be;
      (d) A public announcement has been made, through the licensed exchange on which the relevant securities are or are intended to be listed, on the business day of that licensed exchange immediately following the closing date of the offer, stating:
      (i) That such securities may be subject to stabilizing action;
      (ii) The maximum period during which stabilizing action may be taken;
      (iii) The total nominal value or number, as the case may be, of the securities which are the subject of an over-allotment option, if applicable; and
      (iv) The total nominal value or number, as the case may be, of the relevant securities that the stabilizing manager may buy to undertake stabilizing action, which shall not exceed the value or number approved by the CBB, as the case may be; and
      (e) The offer is on cash terms and is to be, is or has been, made at a specified price payable in any currency acceptable to the CBB.
      November 2010

    • MAM-4.2.2

      The stabilizing manager shall:

      (a) Take stabilizing action only after he is reasonably satisfied that the price of the relevant securities is not false or misleading; and
      (b) Shall continue with the stabilizing action only after he is reasonably satisfied that the price of the relevant securities has not become false or misleading other than by reason of any stabilizing action.
      November 2010

    • MAM-4.2.3

      No stabilizing action shall be taken before the following date:

      (a) Where the relevant securities are debt securities, the date on which the earliest public announcement of the offer which states the offer price is made through the licensed exchange on which the relevant securities are or are intended to be listed;
      (b) In any other case;
      (i) The date of commencement of trading in the securities being offered on the licensed exchange or the overseas securities exchange, as the case may be; or
      (ii) Where the relevant securities are offered on both the licensed exchange and the overseas exchange, the earlier of the dates of commencement of trading in the securities on these exchanges.
      November 2010

    • MAM-4.2.4

      No stabilizing action shall be taken:

      (a) Where the relevant securities are debt securities, after the earlier of the following dates:
      (i) The date of expiry of the period of 30 calendar days from the date of commencement of trading in the securities being offered on the licensed exchange or the overseas securities exchange, or the date of expiry of the period of 60 calendar days from the date on which the earliest public announcement of the offer which states the offer price is made through the licensed exchange on which the relevant securities are or are intended to be listed, whichever is the earlier;
      (ii) The date on which the stabilizing manager has bought, whether on the securities exchange, the overseas securities exchange or both, the total nominal value or number, as the case may be, of the relevant securities that the stabilizing manager may buy to undertake stabilizing action as stated in the offer document under rule MAM-4.2.1 (c).
      (b) In any other case, after the earlier of the following dates:
      (i) The date of expiry of the period of 30 calendar days from the date of commencement of trading in the securities being offered on the securities exchange or the overseas securities exchange;
      (ii) The date that the stabilizing manager has bought, whether on the securities exchange, the overseas securities exchange or both, the total nominal value or number, as the case may be, of the relevant securities that the stabilizing manager may buy to undertake stabilizing action as stated in the offer document under rule MAM-4.2.1 (c).
      November 2010

    • MAM-4.2.5

      No stabilizing action may be taken in respect of an offer of securities (other than debt securities) at a price higher than the offer price, or the price determined on the basis indicated in the offering document at the time of obtaining the CBB's permission for the issue or listing.

      November 2010

    • MAM-4.2.6

      Subject to rule MAM-4.2.7 the stabilizing manager shall not effect or cause to be effected, directly or indirectly, any sell order of the relevant securities prior to the date of commencement of each stabilizing action or during the period in which stabilizing action is permitted under this Module.

      November 2010

    • MAM-4.2.7

      Nothing in rule MAM-4.2.6 shall prohibit:

      (a) The stabilizing manager; or
      (b) An associate of the stabilizing manager, in the associate's capacity as a dealer;

      from executing any sell order of the relevant securities for a person who is not an associate of the issuer of the offer of securities.

      November 2010

    • MAM-4.2.8

      The stabilizing manager shall:

      (a) Keep a register in such form as the securities exchange on which the relevant securities are listed may require; and
      (b) Record in the register the particulars of each transaction to buy the relevant securities entered into in connection with the stabilizing action, including the price, quantity and name of the dealer, before the end of the day on which the transaction is entered into.
      November 2010

    • MAM-4.2.9

      Where the register referred to in rule MAM-4.2.8 is kept in Bahrain, it shall be made available by the stabilizing manager for inspection by the CBB, or the licensed exchange on which the relevant securities are listed, within such time as may be stipulated by the CBB or that licensed exchange, as the case may be.

      November 2010

    • MAM-4.2.10

      Where the register referred to in rule MAM-4.2.8 is kept outside Bahrain:

      (a) It shall be capable of being brought into Bahrain and made available by the stabilizing manager for inspection by the CBB, or the licensed exchange on which the relevant securities are listed, within such time as may be stipulated by the CBB or that licensed exchange, as the case may be;
      (b) If it is not capable of being brought into Bahrain, a copy of the register certified to be a true copy by the stabilizing manager shall be brought into Bahrain and made available by the stabilizing manager for inspection by the CBB or the licensed exchange on which the relevant securities are listed, within such time as may be stipulated by the CBB or that licensed exchange, as the case may be.
      November 2010

    • MAM-4.2.11

      The stabilizing manager shall:

      (a) Before the closing date of the offer of securities, inform the licensed exchange on which the relevant securities are or are intended to be listed of the name of any dealer, whether in Bahrain or elsewhere, appointed by the stabilizing manager to take the stabilizing action; and
      (b) Inform that licensed exchange of any subsequent change of dealer immediately upon such change.
      November 2010

    • MAM-4.2.12

      Where, pursuant to any stabilizing action, a transaction to buy any relevant securities (other than debt securities) has been effected, the stabilizing manager shall make a public announcement through the licensed exchange on which the relevant securities are listed of the number of the securities bought by the stabilizing manager and the price range, no later than 12 noon on the first full trading day of that licensed exchange immediately following the day on which the transaction was effected, whether in Bahrain or elsewhere.

      November 2010

    • MAM-4.2.13

      The stabilizing manager shall make a public announcement through the licensed exchange on which the relevant securities are listed of the cessation of any stabilizing action, whether in Bahrain or elsewhere, no later than the start of the trading day of that licensed exchange immediately following the day of cessation of the stabilizing action.

      November 2010

    • MAM-4.2.14

      No stabilizing action in respect of an offer shall be taken after the public announcement of the cessation referred to in rule MAM-4.2.13.

      November 2010