Dear Clients and Colleagues
If you are a Director or Senior Officer of a Public quoted Company or Reporting Issuer, and hold shares in that entity, you are required to report your shareholding, or change thereof, to the Trinidad and Tobago Securities and Exchange Commission (TTSEC) and the Trinidad and Tobago Stock Exchange (TTSE). Following are some general guidelines for your consideration:
The Securities Act, 2012 (“the Act”) requires that a person who is connected to a reporting issuer, as a result of being (i) a Senior Officer or (ii) beneficially owns, directly or indirectly, or exercises control or direction of the shares, is required within five business days to report changes to their direct or indirect beneficial ownership of, or control or direction over, securities of the reporting issuer to whom they are connected.
Trades conducted in the securities of a reporting issuer by relatives of the senior officer of said reporting issuer are not required to be reported where the relevant Senior Officer does not have direct or indirect beneficial ownership of, or control or direction over said securities.
Failure to submit the necessary report (Form 22) to the TTSEC within 5 business days will result in fines being imposed of TT$1,000.00 per day.
These requirements continue for six months after you cease to be a Director or Senior Officer.
Rule 604 of the Stock Exchange requires that all trades conducted by Directors, Senior Officers and connected persons must be reported to TTSE within 5 business days. Unlike the TTSEC rules above, all connected persons must report, whether there is a direct or indirect beneficial ownership by a Director or Senior Officer.
It remains your responsibility to advise your designated officer of any trades, and to determine whether there is direct or indirect beneficial ownership, so that the relevant reports can be submitted to TTSEC and TTSE before the deadlines.
If you have any further queries, please do not hesitate to contact our Corporate Governance team at firstname.lastname@example.org or +1 868 625 6473