Thanks a lot buddies... always learning from the wiser people...
GG
2 Associate: It is not practicable to define "associate" in precise terms which would
cover all the different relationships which may exist in a take-over or merger
transaction. The term "associate" is intended to cover all persons (whether or not
acting in concert with the offeror, offeree company or with one another) who directly
or indirectly own, or deal in, the shares of the offeror or offeree company in a takeover
or merger transaction and who have (in addition to their normal interests as
shareholders) an interest or potential interest, whether commercial, financial or
personal, in the outcome of the offer.
Without prejudice to the generality of the foregoing, the term "associate" will normally
include the following:-
(a) the following companies in relation to the offeror (if it is a company) or the
offeree company:-
(i) the parent company of the offeror or the offeree company;
(ii) the subsidiaries of the offeror or the offeree company;
(iii) the fellow subsidiaries of the offeror or the offeree company;
(iv) the associated companies of any of the offeror, the offeree company,
(i), (ii) or (iii); and
(v) companies whose associated companies include any of the offeror,
the offeree company, (i), (ii), (iii) or (iv); and
(b) any person who has provided financial assistance (other than a bank in the
ordinary course of business) to the offeror or the offeree company or any of
the above for the purchase of voting rights;
© banks, stockbrokers, financial and other professional advisers to the offeror,
the offeree company or appointed for or in connection with the take-over or
merger transaction by any company mentioned in (a) including persons
controlling, controlled by or under the same control as such banks,
stockbrokers, financial and other professional advisers;
11
(d) the directors (together with their close relatives and related trusts as well as
companies controlled by any of the directors, their close relatives and related
trusts) of the offeror, the offeree company or any company mentioned in (a);
(e) the pension funds and employee share schemes of the offeror, the offeree
company or any company mentioned in (a);
(e) any investment company, unit trust or other fund whose investments an
associate manages on a discretionary basis, but only in respect of the
investment account which the associate manages;
(f) a holder of 105% or more of the equity share capital of the offeror or offeree
company. This includes a holder who acquires shares which takes him
through 105%. Where two or more persons act as a syndicate or other
group, pursuant to an agreement or understanding (whether formal or
informal) to acquire or hold such equity share capital, they will be deemed to
be a single holder for the purpose of this paragraph; and
(g) any trustee-manager (together with its parent company, subsidiaries, and
fellow subsidiaries, and its associated companies and companies of which it
is an associated company) of the offeror, the offeree or any registered
business trust or business trust that relates to the offeror or offeree in (a)
above;
(h) any trustee (in its capacity as trustee of a REIT) of the offeror, the offeree or
any REIT that relates to the offeror or offeree in any of the ways set out in (a)
above;
(i) any manager (together with its parent, subsidiaries, and fellow subsidiaries,
and its associated companies and companies of which it is an associated
company) of the offeror, the offeree or any REIT that relates to the offeror or
offeree in any of the ways set out in (a) above; and
(jg) a company having a material trading arrangement with the offeror or offeree
company.
(21-04-2014, 02:50 PM)lanoitar Wrote: [ -> ]This is a little outdated:
Takeover Guide Wrote:Shareholder Disclosures
The Take-over Code provides that parties to a take-over transaction and their associates are free to trade in the target company’s shares but are subject to additional disclosure obligations during the offer period. The parties to a take-over and their associates are required to disclose shares purchased or sold by them on their own account on a daily basis. The term “associate” will normally include a holder of ten per cent or more of the equity share capital of the offerer or target company.
MAS has since revised "associate" to mean anyone with 5% or more interest (Page 11, Pt (f)):
http://www.mas.gov.sg/~/media/resource/s...nnex_2.pdf
greengiraffe Wrote:Personally, I do not think that speculators have such ability to irrationally bid up HPL shares so much above $3.50.
Anyone else wonders if Uncle Oei will be keen on a repeat fight, after losing to "98 Holdings"? 