Technical Reference Panel

i) To what categories of companies to the regulations apply?
The regulations apply to substantial shareholders of all public companies; whether listed on an exchange or nor (please refer to Regulations 5 of the Securities Industry (Reporting of Substantial Shareholding) Regulations 1998.
iii) What is the timeframe given for a person who becomes a substantial shareholder to notify the SC?
A person must notify the SC within 7 days of becoming a substantial shareholder (acquiring 5% or more of the aggregate voting shares in a company).
iv) Can the substantial shareholder obtain an extension of time for reporting?
Yes, refer to Regulation 11 of the Securities Industry (Reporting of Substantial Shareholding) Regulations 1998.
v) Who should the notification pursuant to the Regulations and/or application for extension of time be made to? Can it/they be faxed?
Notifications and/or applications for extension of time should be made to:Issues and Investment Division
Securities Commission
3, Persiaran Bukit Kiara
Bukit Kiara
50490 Kuala Lumpur
vi) What are the relevant schedules that should be submitted to the SC?
For persons or bare trustee holding 5% of more of the aggregate voting shares:

Triggering Event Schedule
Upon acquiring interest in shares Form 29A, Schedule 2 of CR*
Changes in the interest Form 29B, Schedule 2 of CR*
Cessation in the interest Form 29C, Schedule 2 of CR*

* Companies Regulations 1966

vii) What is deemed to be “interest in shares”?
Refer to Section 6A of the Companies Act
viii) What is the applicable date for the column on “Date interest acquired” under Form 29A?
For a person who was a substantial shareholder on the date these Regulations came into force, which was 1 May 1998, the “Date interest acquired” is May 1998.
ix) What if the substantial shareholder acquires or disposes of voting shares? Which form should be used for each notification of change in interest?
Notice has to be given to the SC within a period of 7 days after the change occurred Form 29B may be used for each notification of change in interest.
x) How do we fill up the column of “Circumstances by reason of which change has occurred” (Form 29B)
For any subsequent notifications, this column may be filled up by stating how one came into these shares, i.e open market transaction, off market, bonus issues, rights issues, private placement, etc.
xi) What is the penalty for non-compliance with these regulations?
Section 123 of the Securities Industry Act states the general penalty for failure to comply with this requirement is, upon conviction, a fine not exceeding RM 1,000,000 or imprisonment for a term not exceeding 5 years or both.
xii) Where can we obtain a copy of the Securities Industry (Reporting of Substantial Shareholding) (Amendments) Regulations 2001 ?
The document may be obtained from :
Government Printers (Percetakan Nasional)
Jalan Satu,
Chan Sow Lin
50554 Kuala Lumpur.
Tel (Bookshop) : 603-2252858 / 2252886
The Regulations may also be viewed on the SC’s website.