What are the types of Offers of Securities set by the Offers of Securities Regulations?
An offer of securities may be a public offer or a private placement.
When is the o¬ffers of securities considered a public offer?
An offer of securities is a public offer if it does not fall under one of the following categories:
• The securities are issued by the government of the Kingdom, or a supranational authority recognised by the Authority;
• The offer is restricted to sophisticated investors; or
• The offer is a limited offer.
In case of private placement, shall the offeror submit to the Authority any documents related to the offer?
No, the offeror of securities in private placement does not need to submit or register to the Authority or the Exchange any document related to the offer, nor notify the Authority of any material developments related to those securities.
What does acquisition mean?
It is the acquisition of shareholding control of a company listed on the Exchange.
What is the scope of the Merger and Acquisition Regulations?
These Regulations apply in any situation where there is a restricted purchase of, or a restricted offer for shares relating to any listed company. The persons to whom the Regulations apply include:
a) Exchange participants, including (without limitation) issuers, shareholders, authorised persons, and any person involved directly or indirectly in, or giving an opinion on, any transaction regulated by these Regulations;
b) Directors of companies which are subject to these Regulations; and
c) Any person who seeks to or consolidate effective acquisition of such companies.
May any provision of these Regulations be waived ?
The Authority may waive a provision of these Regulations in whole or in part either on an application from the applicant or on its own initiative.
May a person appeal against decisions or actions taken by the Authority as per these Regulations? What is the process thereof?
A person subject to provisions of these Regulations may appeal to the Committee for the Resolution of Securities Disputes as stated in Article (25) of the Capital Market Law in respect of any decision or action that the Authority takes under these Regulations.
What do the Credit Rating Agencies Regulations regulate?
The Credit Rating Agencies Regulations regulate and monitor the conduct of rating activities in the Kingdom and to specify the procedures and conditions for obtaining an authorisation to conduct rating activities.
What does Credit Rating mean?
credit rating is an expert opinion regarding the creditworthiness of an entity, or the creditworthiness of a security expressed in symbols, letters, numbers or any other form.
What does rating category mean?
rating category is a rating symbol, such as a letter or numerical symbol which might be accompanied by appending identifying characters, used in a credit rating to provide a relative measure of risk to distinguish the different risk characteristics of the types of rated entities, securities or other assets.
What does an authorised credit rating agency mean?
An authorised credit rating agency is a legal person which is incorporated, and authorised, in the Kingdom to carry out rating activities in accordance with the Credit Rating Agencies Regulations or a foreign credit rating agency authorized to carry out rating activity in the Kingdom as per the said Regulation. A credit agency is deemed foreign if incorporated outside the Kingdom, authorized or registered to carry out rating activity outside the Kingdom.
What are the rating activities?
rating activities are any of the following activities: data and information analysis with a view to a credit rating; and the evaluation , approval, issue, and review of a credit rating.
Who grants credit ratings?
Credit rating shall be granted by an authorised credit rating agency only.
What is the scope of the Investment Funds Regulations?
These Regulations aim at regulating the establishment, offering and management of investment funds and associated activities in the Kingdom.
What does an investment fund mean?
An investment fund is a collective investment scheme aimed at providing investors therein with an opportunity to participate collectively in the profits of the scheme which is managed by a fund manager for specified fees.
