• [S] [S]

    • Salam contracts

      Islamic contracts issued when payment is made in cash at the point of contract, but the delivery of the asset purchased is deferred to a pre-determined date.

      Added: January 2014

    • Securities

      Means shares or bonds issued by shareholding companies, government debt instruments and the following financial instruments:

      (a) Shares in companies and other securities equivalent to shares in companies or other entities, and depositary receipts in respect of shares;
      (b) Bonds or other forms of debt, including depositary receipts in respect of such securities;
      (c) Warrants;
      (d) Units, rights or interests (however described) of the participants in a collective investment scheme;
      (e) Options, futures and any other derivative contracts relating to commodities that must be settled in cash or may be settled in cash at the option of one of the parties (otherwise than by reason of a default or other termination event);
      (f) Options, futures and any other derivative contract relating to commodities that can be physically settled;
      (g) Units to Real Estate Investment Trusts (REITs);
      (h) Index tracking products including Islamic indices;
      (i) Any other financial instrument approved as a financial instrument by the CBB for the purpose of trading such instrument on an exchange;
      (j) Islamic securities, being those financial instruments that are Shari'a compliant and
      (k) Crypto-assets which exhibit characteristics similar to securities such as:
      (i) a crypto-asset which gives right to a financial entitlement, either in form of a pre-determined cash flow (similar to bonds) or a share in profit (similar to equities);
      (ii) a crypto-asset which grants decision power in a project to its holders (similar to voting rights); or
      (iii) a crypto-asset which represents a monetary claim on the issuer.
      Amended: April 2023
      Added: July 2011

    • Securities account

      Means an account maintained by the licensed central depository on behalf of the participants and their clients for use in one or more of its services.

      Added: July 2011

    • Securities Exchange Offer

      Means an offer in which the consideration includes securities of the offeror or any other company.

      Amended: October 2019
      Added: July 2016

    • Self-regulatory organisations (SROs)

      Means a self-regulatory organisation, being a Licensed Exchange, Licensed Market Operator or a Licensed Clearing House under Module MAE and/or Module CSD respectively.

      Added: July 2011

    • Sell

      In relation to securities, includes, in the case of an option contract under which a party acquires an option or right from another party:

      (a) Grant or assign the option or right; or
      (b) Take, or cause to be taken, such action as releases the option or right, whether or not on another's behalf.
      Added: July 2011

    • Senior manager/senior management

      Refers to individuals occupying the position of CEO or head of function.

      Added: July 2011

    • Settlement

      For the purposes of Module CSD, settlement in relation to a market contract includes partial settlement:

      (a) Where a charge is granted partly for the purpose specified in the definition of 'market charge' and partly for any other purpose or purposes, the charge shall be treated as a market charge under this Module insofar as it has effect for that specified purpose;
      (b) Where collateral is granted partly for the purpose specified in the definition of 'market collateral' and partly for any other purpose or purposes, the collateral shall be treated as market collateral under this Module insofar as it has been provided for that specified purpose; and
      (c) References in this Part to settlement in relation to a market contract, are references to the discharge of the rights and liabilities of the parties to the market contract, whether by performance, compromise or otherwise.
      Added: July 2011

    • Settlement bank

      Means an RTGS member entity licensed by the CBB and appointed by a licensed clearing house (including the clearing house itself) to settle payment obligations arising from the transactions of the participants of the licensed clearing house that are cleared or settled by the licensed clearing house.

      Added: July 2011

    • Settlement guarantee fund

      Means a fund maintained by a licensed clearing house through contributions from its members for providing a cushion against any residual risk to enable the licensed clearing house to eliminate counterparty risk and guarantee timely settlement of transactions.

      Added: July 2011

    • Share

      A unit of equity ownership in a corporation. The number of shares a corporation is authorised to issue is detailed in its Memorandum and Articles of Association.

      Added: January 2014

    • Share repurchase

      Means a purchase of shares, or an offer to purchase, redeem or otherwise acquire shares of an offeror made by an offeror.

      Amended: October 2019
      Added: July 2011

    • Share repurchase by mandatory offer

      Share repurchase by mandatory offer means a share repurchase effected by way of an offer made by an offeror to all holders of shares of a class of shares of the offeror.

      Added: July 2016

    • Shareholder(s)

      An owner of one or more shares in a corporation. A common shareholder is normally entitled to four basic rights of ownership:

      (a) Claim on a share of the company's undivided assets in proportion to the number of shares held;
      (b) Proportionate voting power in the election of directors and other business conducted at shareholders meetings or by proxy;
      (c) Dividends when earned and declared by the board of directors; and
      (d) Pre-emptive right to subscribe to additional share offerings before they are available to the general public, except when overruled by the Memorandum and Articles of Association, or in special circumstances or resolutions, such as where shares are issued to effect a merger.
      Added: January 2014

    • Shell Financial Institution

      means a financial institution incorporated, formed or established in a country or jurisdiction where the financial institution has no physical presence and which is unaffiliated with a financial group that is subject to effective consolidated supervision. Physical presence means meaningful mind and management located within a country. The existence simply of a local agent or low level staff does not constitute physical presence.

      Added: January 2020

    • Simplified prospectus

      [This definition has been moved to Volume 7 in April 2012].

    • Soft Cap

      Refers to the minimum amount of funds needed and aimed by the company to proceed with the project as planned.

      Added: April 2023

    • Specialised licensee(s)

      A person licensed under Volume 5 of the CBB Rulebook.

      Amended: July 2011

    • Standstill Agreement

      An Agreement between a company, or the directors of a company, and a shareholder which restrict the shareholder or the directors from either offering for, or accepting an offer for, the shares of the company or from increasing or reducing shareholdings, may be relevant for the purpose of this definition.

      Added: October 2019

    • Structured warrants

      Warrants issued by financial institutions over a listed security or index that do not confer subscribing rights of new securities but rather the right to receive the difference between the stroke price and exercise price.

      Added: January 2014

    • Subsequent public offer

      An offer for subscription to the public by or on behalf of a listed issuer of its own securities other than by a rights issue, after obtaining the approval on waiving of the pre-emptive rights of the existing securities holders.

      Added: January 2014

    • Subsidiary

      Means a company or other enterprise controlled by another company or enterprise (the parent or the holding company).

      Added: July 2011

    • Suspicious or extraordinary transactions

      Means any transactions which have direct or indirect relevance to the acts provided for under Article (2.1) of the Prevention and Prohibition of the Laundering of Money (Law 4 of 2001), or which by its nature contradicts with the commercial or personal activities of the Persons involved in the transactions, and which the CBB may consider suspicious or extraordinary as determined from its extraordinary size, its recurrence, its nature, the surrounding circumstances and conditions, its extraordinary type which does not carry any clear economic or legal objective, or if the activity of the Persons involved in the transaction or transactions is not consistent with their normal course of business, or if the domicile of such Persons is located in countries which do not apply sufficient measurements for the Prevention and Prohibition of Money Laundering.

      Added: July 2011