Takeovers Code (Phitek Systems Limited) Exemption Notice 2008 (SR 2008/422) (as at 19 December 2008)

  • revoked
  • Takeovers Code (Phitek Systems Limited) Exemption Notice 2008: revoked, on 19 December 2008, by clause 10 of the Takeovers Code (Phitek Systems Limited) Exemption Notice (No 2) 2008 (SR 2008/446).

Regulation by clause

8 Conditions relating to exercise of options disclosures
  • (1) The exemptions in clauses 5 and 6 are subject to the condition that the notice of meeting contains, or is accompanied by, the following particulars:

    • (a) the maximum number of voting securities that could be allotted to each of K One W One, TMT, and VIF/TMT as a result of the exercise of the maximum number of options that could be allotted to that person under the rights issue:

    • (b) the maximum number of voting securities that could be allotted to each of K One W One, TMT, and VIF/TMT as a result of the exercise of the maximum number of options that could be allotted to that person under the rights issue, expressed as a percentage of the total voting securities on issue after that allotment:

    • (c) the maximum percentage of the total voting securities on issue that could be held or controlled by each of K One W One, TMT, and VIF/TMT after the allotment of the voting securities resulting from the exercise of the maximum number of options that could be allotted to that person under the rights issue:

    • (d) the maximum percentage of the total voting securities on issue that could be held or controlled by each of the following after the allotment of the voting securities resulting from the exercise of the maximum number of options that could be allotted to each of the following persons under the rights issue:

      • (i) K One W One and its associates:

      • (ii) TMT and its associates:

      • (iii) VIF/TMT and its associates.

    (2) The exemptions in clauses 5 and 6 are subject to the condition that the notice of meeting contains, or is accompanied by, the following particulars:

    • (a) the maximum number of voting securities that could be allotted to K One W One, TMT, and VIF/TMT, in aggregate, as a result of the exercise of the maximum number of options that could be allotted to those persons under the rights issue:

    • (b) the maximum number of voting securities that could be allotted to K One W One, TMT, and VIF/TMT, in aggregate, as a result of the exercise of the maximum number of options that could be allotted to those persons under the rights issue, expressed as a percentage of the total voting securities on issue after that allotment:

    • (c) the maximum percentage of the total voting securities on issue that could be held or controlled by K One W One, TMT, and VIF/TMT, in aggregate, after the allotment of the voting securities resulting from the exercise of the maximum number of options that could be allotted to those persons under the rights issue:

    • (d) the maximum percentage of the total voting securities on issue that could be held or controlled by K One W One, TMT, and VIF/TMT and their associates, in aggregate, after the allotment of the voting securities resulting from the exercise of the maximum number of options that could be allotted to those persons and their associates under the rights issue.

    (3) The percentages required to be disclosed in subclauses (1) and (2) must be calculated on the basis that—

    • (a) there is no change to the total number of voting securities on issue between the date of the notice of meeting and the expiry of this notice other than under the rights issue or as a result of the exercise of the options; and

    • (b) in the case of subclause (1)(d) (and without limiting paragraph (a) of this subclause), K One W One, TMT, and VIF/TMT are not associates of each other.

    (4) The disclosure of percentages required in subclauses (1) and (2) must be made separately on both of the following bases:

    • (a) that the TMT acquisitions are approved and completed before the allotment of the voting securities resulting from the exercise of the maximum number of options that could be allotted to the relevant person or persons under the rights issue:

    • (b) that the TMT acquisitions are not approved or completed before the allotment of the voting securities resulting from the exercise of the maximum number of options that could be allotted to the relevant person or persons under the rights issue.