SEC releases new rules, amendments on CIThe Securities and Exchange Commission (SEC) has released general rules for Collective Investment Schemes (CIS) directing that all units/securities of a collective investment scheme shall be registered by the Commission.
The Rule which is on the Commission’s website, also states that “All units/securities subject to registration by the Commission may be offered through the following methods: (a) offer for subscription; (b) offer for sale; (3) Units/securities of a collective investment scheme may be registered by way of a shelf registration.”
Shelf Registration is a filing undertaken by issuers intending to access the market shortly. It permits issuers to disclose certain information in a core disclosure document that is updated regularly.
According to the Commission, in the case of Shelf Registration, some provisions shall be applicable and they include: the value of the shelf programme shall not be less than N5 billion, An issuer may issue, offer or purchase, or make an invitation to subscribe for or purchase units under a shelf registration where at the time of the issue, offer or invitation, there is in force a shelf prospectus as updated by a supplementary shelf prospectus, both of which have been registered by the Commission.
The SEC rule also states that a supplementary shelf prospectus shall state such information as may be specified in these Rules and Regulations on contents of the prospectus; state the offer period which should not be longer than twenty-eight (28) working days from the date of the issue of the Supplementary Prospectus or such longer period as may be allowed by the Commission.
All shelf documents are expected to be made accessible to the public at the office/on the website of the Fund Manager/Promoter while the Fund Manager/Promoter of a shelf prospectus shall pay a filing fee of N50, 000 and a vetting fee of N200, 000 at the time of placement of documents on the shelf and the appropriate fees for registration of units/securities as provided in these Rules and Regulations at the time of the issuance of the units/securities.
In the case of a renewal, the Fund Manager/Promoter of a shelf prospectus shall pay a filing fee of N50,000 and a vetting fee of N200,000.