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  • OFS-7.5 OFS-7.5 Refunding and Dispatching

    • OFS-7.5.1

      The issuer, lead manager or any other appointed advisor must refund the excess subscription money and dispatch securities within a maximum of 9 calendar days from the closing date of the offering period.

      Amended: January 2018
      Amended: October 2017
      January 2014

    • OFS-7.5.2

      A record for such refunding and dispatching must be maintained for further reference and CBB inspection requirements.

      January 2014

    • OFS-7.5.3

      If the issuer fails to meet the refunding and dispatching date under Rule OFS-7.5.1, an interest at one month BIBOR is payable to the subscriber with respect to the subscription amounts received for the period from the required refunding and dispatching date to the actual refunding or dispatching date.

      January 2014

    • Dematerialised Securities

      • OFS-7.5.4

        As per Paragraph OFS-1.5.5, securities issued to the public after the effective date of this Module must have an allocated ISIN and be in dematerialised form and the issuer is required to designate the clearing house, or depository facility in which such securities will be deposited.

        January 2014

      • OFS-7.5.5

        For the purposes of Article 178 of the CBB Law and Volume 6, dematerialised securities shall mean securities issued and entered in the registry in an electronic format and dematerialisation means the conversion of a security certificate from a physical form to an electronic form for securities that have already been issued before the effective date of this Module.

        January 2014

      • OFS-7.5.6

        For the purposes of dematerialisation, each subscriber or shareholder will have to open an account with a licensed clearing house or a licensed central depository, acceptable to the CBB, and then request for dematerialisation of his certificates through the depository.

        January 2014

      • OFS-7.5.7

        The dispatching of the dematerialised securities must be done in accordance with the CSD Module and SROs business rules.

        January 2014

      • OFS-7.5.8

        The ownership and entitlement of allotted securities for each subscriber or allottee is established by book entry in the register maintained by the licensed clearing house and or licensed central depository, rather than through the issuing of a physical share certificate.

        January 2014

    • Physical Securities

      • OFS-7.5.9

        Subject to the requirements of the CSD Module, unless the security is required to be in dematerialised form, the subscriber may request a certificate as evidence of his shareholding, which certificate must contain or be in the following form:

        (a) The serial number;
        (b) The par value and class of the security;
        (c) The name of the issuer and the authority under which it was incorporated;
        (d) The address of the registered office of the issuer;
        (e) The name and address of the clearing house, central depository institution, and/or securities ownership transfer agent, if it is different from the registered office of the issuer;
        (f) Where a rubber seal is imprinted, original signatures must support it;
        (g) Where an embossed seal is used, it may, subject to the Articles of Association of the issuer, be supported by facsimile signatures only;
        (h) Where only the seal is used without supporting signatures, the method or system of control by the issuer on the application of the seal must be approved by the auditor of the issuer, and a copy of such approval forwarded to the CBB;
        (i) The certificate security must be designed so that the paper quality and watermark forgery and/or alterations are easily detectable;
        (j) The printing of securities certificates must only be entrusted to recognised securities printers; and
        (k) The size of the certificate is prescribed by the clearing house and/or central depository, which is used by the issuers.
        January 2014

      • OFS-7.5.10

        [This Paragraph was deleted in October 2017]

        Deleted: October 2017
        January 2014