Securities Markets Order, 2013 · As enacted · Part IX
206. The following arrangements do not constitute a collective investment scheme-
Official textFrom Attorney General's Chambers, unchanged
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(a} an arrangement operated by a person other than by way of business;
{b)
an arrangement where each of the participants carries on a business other than a business concerned with dealing in, arranging deals, managing or advising on securities or investments and enters into the arrangement for commercial purposes related to that business;
(cJ an arrangement where each of the participants is a company in the same group as the management company of the undertaking;
(dj an arrangement where
each of the participants is a bona fide employee or former employee, or the wife, husband, widow, widower, child or step child under 18 years of such an employee or former
BRUNEI DARUSSALAM GOVERNMENT GAZETTE employee, of a company in the same group as the management company; and
Iii) the property to which the arrangement relates consists of shares or stock, debentures, loan stock, or any other instrument creating or acknowledging indebtedness or warrants or certificates conferring rights in relation to any such investment, in each case being an investment in or in a member of that group;
a franchise arrangement, namely an arrangement under which a person earns profits or income by exploiting a right conferred by the arrangements to use a trade mark or design or other intellectual property or the goodwill attached to it;
({)
an arrangement the predominant purpose of which is to enable persons participating in it to share in the use or enjoyment of a particular property or to make its use or enjoyment available gratuitously to other persons;
an arrangement under which the rights or interests of the participants consist of the benefit of certificates or other instruments conferring rights in relation to securities other than shares in an investment company;
a contract of insurance;
a pension scheme;
a closed-ended investment company which is established by the operator of another collective investment undertaking
operator
"operator", of a collective investment' scheme, which is an investment company, means- {a) the licensed corporate director of that company which is the management company; {b) in relation to a unit trust, the management company; and {c) in relation to a partnership, the general partner.
for the purposes of holding investments, directly or indirectly, on behalf of that undertaking, or a series of collective investment undertakings established by a single sponsor to invest in parallel one with another (the owning undertakings);
and
Iii) the shares of which are not marketed to or otherwise available to any participant other than the owning undertakings;
a building society;
a co-operative society including funeral societies;
(mj a credit union.
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Terms defined in this Act
collective investment scheme
Defined · s 203"collective investment scheme" means any investment arrangements with respect to assets of any description, including money, the purpose or effect of which is to enable persons taking part in the arrangements (whether by becoming owners of the property or any part of it or otherwise) to participate in or receive profits or income arising from the acquisition/ holding, management or disposal of the property or sums paid out of such profits or income. [2) The arrangements must be such that - (a) the persons who are to participate ("participants") do not have day-to-day control over the management of the property, whether or not they have the right to be consulted or to give directions; (b) the arrangements must also have either or both of the following characteristics - (i) the contributions of the participants and the profits or income out of which payments are to be made to them are pooled; (ii) the property is managed as a whole, by or on behalf of the operator of the collective investment scheme; and (c) the arrangements must satisfy the condition set out in subsection (3). (3) The condition referred to in subsection (2)(b) is that the property belongs beneficially to, and is managed by or on behalf of, a company, the trustee of a trust or some other entity or arrangement having as its purpose the investment of its funds with the aim of spreading the investment risk and giving its members the benefit of the results of the management of those funds for or on behalf of that company, trust, entity or arrangement. (4) If the arrangements referred to in subsection (2)(b)(i) provide for such pooling in relation to separate parts of the property, and each part is maintained in a portfolio segregated in the book of the scheme from the other assets of the scheme, the arrangements shall be regarded as constituting a single umbrella collective investment scheme provided that the participants are entitled to exchange rights in one part for rights in another. Operating without licence.
operator
Defined · s 207"operator", of a collective investment' scheme, which is an investment company, means- {a) the licensed corporate director of that company which is the management company; {b) in relation to a unit trust, the management company; and {c) in relation to a partnership, the general partner.
Part X
Intervention Powers of Authority
Part XI
Complaints Committee and Investor Compensation Scheme
Part XII
Financial Markets Services Panel
Part XIII