Securities and Futures (Market Conduct) (Exemption for Stabilising Action in respect of Dealings in Notes) (No. 4) Regulations 2006

No. S 65

Securities and Futures Act

(Chapter 289)

Securities and Futures (Market Conduct) (Exemption for Stabilising Action in Respect of Dealings in Notes) (No. 4) Regulations 2006

In exercise of the powers conferred by section 337(1) of the Securities and Futures Act, the Monetary Authority of Singapore hereby makes the following Regulations:

Citation and commencement

1.  These Regulations may be cited as the Securities and Futures (Market Conduct) (Exemption for Stabilising Action in respect of Dealings in Notes) (No. 4) Regulations 2006 and shall come into operation on 1st February 2006.

Definitions

2.  In these Regulations, unless the context otherwise requires —

“Notes” means the US$ 10-year fixed rate senior notes due February 2016 issued by C&M Finance Ltd. for a principal amount of up to US$700 million, which are guaranteed by C&M Co., Ltd. and its relevant subsidiaries;

“relevant subsidiaries” means the entities set out in the Schedule;

“securities” has the same meaning as in section 239(1) of the Act;

“stabilising action” means an action taken in Singapore or elsewhere by Goldman Sachs (Asia) L.L.C., or any of its related corporations, to buy, or to offer or agree to buy, any of the Notes in order to stabilise or maintain the market price of the Notes in Singapore or elsewhere.

Exemption

3.  Sections 197 and 198 of the Act shall not apply to any stabilising action taken in respect of any of the Notes, within 30 days from the date of issue of the Notes, with —

(a) an institutional investor;

(b) a relevant person as defined in section 275(2) of the Act; or

(c) a person who acquires the Notes as principal, if the consideration for the acquisition is not less than $200,000 (or its equivalent in a foreign currency) for each transaction, whether such amount is paid for in cash or by exchange of securities or other assets.

THE SCHEDULE

Regulation 2

Relevant Subsidiaries

1. Central Cablevision, Inc.

2. KG CATV Co. Ltd

3. Kangdong Cable TV System Co., Ltd

4. Korea Cable TV Bukbu System Co., Ltd

5. Korea Cable TV Jungnang System Co., Ltd.

6. Korea Cable TV Dongseoul System Co. Ltd

7. Korea Cable TV Kyungdong System Co., Ltd

8. Korea Cable TV Mapo System Co., Ltd.

9. Korea Cable TV Songpa System Co., Inc.

10. Korea Cable TV Yongsan System Co., Ltd.

11. Kuro CATV System

12. Nambu Media & Network Co. Ltd

13. Seoseoul CATV Co., Ltd.

Made this 27th day of January 2006.

HENG SWEE KEAT

Managing Director,
Monetary Authority of
Singapore.

[SFD CFD 014/99; AG/LEG/SL/289/2005/1 Vol. 10]