ACT
(Act 21 of 200, Act 13 of 2005 and 12 of 2007)
Act 21 of 2001 .. in force 8 October 2001 (S.I. 96/2001)
Amended by Act 13 of 2005 .. in force 17th May, 2005
Amended by Act 12 of 2007 .. in force 17 September 2007
ARRANGEMENT OF SECTIONS
PART 1
GENERAL PROVISIONS
| 1. | Short title |
| 2. | Interpretation |
| 3. | Agreement to have the force of law |
| 4. | Amendment to agreement |
| 5. | Eastern caribbean securities regulatory commission |
| 6. | Funding of commission |
PART 2
SECURITIES EXCHANGES
| 7. | Restriction on establishment of securities exchanges |
| 8. | Eastern carribean securities exchange limited |
| 9. | Application for securities exchange licence |
| 10. | Grant of securities exchange licence |
| 11. | Suspension and revocation of securities exchange licence |
| 12. | Duties of holder of securities exchange licence |
| 13. | Rules of securities exchange |
| 14. | Amendment to rules of securities exchange |
| 15. | Fixing of trading and position limits |
| 16. | Power of commission to issue directions to securities exchange |
| 17. | Power of commission to require amendment to rules |
| 18. | Securities exchange to assist commission |
| 19. | Disciplinary action over members of a securities exchange |
| 20. | Closure of securities exchangein emergency |
| 21. | Restriction on use of titles relating to exchanges, markets, etc |
PART 3
CLEARING AGENCIES AND SECURITIES REGISTRIES
| 22. | Interpretation |
| 23. | Licencing of clearing agencies |
| 24. | Application for clearing agency licence |
| 25. | Grant of clearing agency licence |
| 26. | Rules of clearing agency |
| 27. | Approval of amendments to rules of clearing agency |
| 28. | Alteration of facts disclosed in application |
| 29. | General conditions |
| 30. | Revocation and suspension of licence |
| 31. | Power of commission to issue directions |
| 32. | Duty to assist commission |
| 33. | Proceedings of clearing agency take precedence over laws of insolvency |
| 34. | Duty to report on completion of default proceedings |
| 35. | Net sum payable on completion of default proceedings |
| 36. | Enforcement of judgements over property subject to market charge |
| 37. | Participant to be party to certain transactions as principal |
| 38. | Securities deposited with clearing agency |
| 39. | Preservation of rights |
| 40. | Securities registries |
| 41. | Applicaton for securities registry licence |
| 42. | Grant of securities registry licence |
| 43. | Applicaton of sections 28 to 32 to securities registries |
| 44. | Eastern carribean central securities registry limited |
| 45. | Eastern carribean central securities depository limited |
PART 4
LICENSING OF MARKET PARTICIPANTS
| 46. | Licensing requirement |
| 47. | Broker dealers |
| 48. | Grant of broker dealer licence |
| 49. | Applicaton for broker dealer licence |
| 50. | Limited service brokers |
| 51. | Grant of limited service broker licence |
| 52. | Application for limited service broker licence |
| 53. | Investment advisers |
| 54. | Grant of investment adviser licence |
| 55. | Application for investment adviser licence |
| 56. | Custodians |
| 57. | Grant of custodian licence |
| 58. | Application for custodian licence |
| 59. | Non-application of sections 56 to 58 |
| 60. | Grant of principal licence |
| 61. | Application for principal licence |
| 62. | Grant of representative licence |
| 63. | Application for representative licence |
| 64. | Accreditation of representatives |
| 65. | Power of commission to impose conditions |
| 66. | Revocation and suspension of licences |
| 67. | Power of commission to issue directions to licensees |
| 68. | Register of licensees |
| 69. | Notification of change in register particulars |
| 70. | Offences under this part |
PART 5
CONDUCT OF SECURITIES BUSINESS
| 71. | Standards of conduct |
| 72. | Business conduct regulations |
| 73. | Issue of contract notes |
| 74. | Short selling |
| 75. | Accounts to be kept by broker dealers and limited service brokers |
| 76. | Financial resources regulations |
| 77. | Failure to comply with financial resources regulations |
| 78. | Monitoring compliance with financial resources regulations |
| 79. | Customers' property |
| 80. | Insurance requirement |
| 81. | Auditor to be appointed |
| 82. | Audited accounts to be filed with commission |
| 83. | Auditor to report to commission in certain cases |
| 84. | Power of commission to appoint auditor |
PART 6
REGISTERS OF INTEREST IN SECURITIES
| 85. | Application of this part |
| 86. | Register of securities |
| 87. | Notice of particulars to commission |
| 88. | Production of register |
| 89. | Particulars of financial journalists |
| 90. | Extract of register |
| 91. | Interest in securities |
PART 7
OFFERS OF CORPORATE SECURITIES
| 92. | Offers of securities |
| 93. | Publication of prospectus |
| 94. | Contents of prospectus |
| 95. | Compensation for false or misleading prospectus |
| 96. | Continuing disclosure obligations of issuers |
PART 8
REGISTRATION OF CORPORATE ISSUERS
| 97. | Registration statement |
| 98. | Annual reports |
PART 9
COLLECTIVE INVESTMENT SCHEMES
| 99. | Interpretation |
| 100. | Custodian and management company of collective investment scheme |
| 101. | Custodian of collective investment scheme |
| 102. | Grant of custodian of collective investment scheme licence |
| 103. | Application for custodian of collective investment scheme licence |
| 104. | Managing property of a collective investment scheme |
| 105. | Grant of management company of a collective investment scheme licence |
| 106. | Application for management company of a collective investment scheme licence |
| 107. | Restrictions on promotion |
| 108. | Authorisation of schemes by commission |
| 109. | Regulation of collective investment schemes |
| 110. | Revocation of authorisation |
| 111. | Winding up |
PART 10
INSIDER DEALING AND OTHER MARKET ABUSES
| 112. | Insiders |
| 113. | Inside information |
| 114. | Information “made public” |
| 115. | Offence of insider dealing |
| 116. | False trading |
| 117. | Price rigging |
| 118. | Market manipulation |
| 119. | Use of deceptive statements as inducements |
| 120. | Fraudulent transactions |
| 121. | False or misleading statement inducing securities transactions |
| 122. | Penalties for offences under sections 116 to 121 |
| 123. | Liability to pay damages |
PART 11
DISCLOSURE OF SHAREHOLDINGS OF DIRECTORS AND
SUBSTANTIAL SHAREHOLDERS
| 124. | Interpretation |
| 125. | Notification of interests of directors and substantial shareholders |
| 126. | Change in director's interest in securities |
| 127. | Obligation to notify acquisition or change in substantial shareholding |
| 128. | Extension to spouses and children |
| 129. | Register of interests of directors and substantial shareholders |
| 130. | Notification to securities exchange and commission |
| 131. | Offences |
PART 12
INFORMATION, INSPECTION AND INVESTIGATION
| 132. | Power of commission to call for information |
| 133. | Right to exchange information |
| 134. | Information relating to transactions |
| 135. | Power of commission to inspect |
| 136. | Power of commission to investigate |
| 136A. | Instituting disciplinary proceedings |
| 137. | Power of commission to require production of records and documents concerning listed companies |
| 138. | Remedy in cases of unfair prejudice by listed companies |
| 139. | Destruction of documents |
| 140. | Establishment of disciplinary committee |
| 140A. | Jurisdiction of disciplinary committee |
| 141. | Disciplinary offences |
PART 13
TAKEOVERS
| 142. | Takeover offers |
| 143. | When companies deemed to be related |
| 144. | Conduct of takeovers |
PART 14
SELF REGULATORY ORGANISATIONS
| 145. | Licensing requirement |
| 146. | Grant of self regulatory organisation licence |
| 147. | Required rules |
| 148. | Application of other sections to this part |
| 149. | Appointment of auditor |
| 150. | Keeping and inspection of records |
| 151. | Sanctions |
| 152. | Disputes between member companies |
PART 15
UNCERTIFICATED SECURITIES
| 153. | Transfer of uncertificated securities |
PART 15A
LISTING AND TRADING FOREIGN SECURITIES, LICENSING AND EXCHANGE MEMBERSHIP OF FOREIGN MARKET PARTICIPANTS
| 153A. | Listing and trading foreign securities |
| 153B. | Application of other Parts |
| 153C. | Interpretation |
| 153D. | Approval of the Commission required |
| 153E. | Public offer |
| 153F. | Registration with the Commission |
| 153G. | Insider dealing and other market abuses |
| 153H. | Disclosure of shareholding of directors and substantial shareholders |
| 153I. | Application of Part 12 |
| 153J. | Transfer and ownership of foreign securities |
| 153K. | Custodians and share registries for foreign securities |
| 153L. | Simplified listing and membership procedures in certain cases |
PART 16
MISCELLANEOUS
| 154. | Immunity |
| 155. | Offences and penalties |
| 156. | Orders of the High Court |
| 157. | Civil action |
| 157A. | Right of appeal |
| 158. | Winding up orders |
| 159. | Receiving orders |
| 160. | Regulations |
| 161. | Rules |
| 162. | Forms |
| 163. | Guidance notes |
| 164. | International identification numbers |
| Schedule | |
AN ACT to provide for the protection of investors in securities through a regional Eastern Caribbean Securities Regulatory Commission, by regulating the securities market, exchanges and persons engaged in securities business, and by regulating the public issue of securities and to provide for related matters.
Commencement [8 October 2001]