Securities and Futures (Market Conduct) (Exemption for Stabilising Action in respect of Dealings in Notes) (No. 59) Regulations 2005

No. S 802

Securities and Futures Act

(Chapter 289)

Securities and Futures (Market Conduct) (Exemption for Stabilising Action in Respect of Dealings in Notes) (No. 59) Regulations 2005

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. 59) Regulations 2005 and shall come into operation on 14th December 2005.

Definitions

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

“Notes” means the 5-year 9.25 per cent notes due December 2010 issued by Ocean Grand Holdings Limited for a principal amount of up to US$125 million, which are unconditionally and irrevocably guaranteed by the relevant subsidiaries of Ocean Grand Holdings Limited;

“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 ABN AMRO Bank N.V., 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. Chinacin.com Limited.

2. Jinbocho Holdings Limited.

3. Jorki Profits Limited.

4. Harvest Fortune Limited.

5. Hing Yip Holdings (China) Limited.

6. Hing Yip Holdings (Hong Kong) Limited.

7. Ocean Grand (China) Limited.

8. Ocean Grand Development Holdings Limited.

9. Ocean Grand Finance Limited.

10. Ocean Grand Services Limited.

11. Ocean Grand Technology Company Limited.

12. OG Development Company Limited.

13. Sky Leader Industries Limited.

14. Successful Gold Profits Limited.

15. Toowomba Holdings Limited.

Made this 12th day of December 2005.

HENG SWEE KEAT

Managing Director,
Monetary Authority of Singapore.

[SFD CFD 014/99; AG/LEG/SL/289/2005/1 Vol. 9]