Regulatory Alerts2019-04-26
Circular No 4/2019 – DMSD Continuing Obligations Disclosures and Notifications (Not Approvals)
The Securities and Exchange Commission (SEC) has directed issuers of registered securities and their sponsoring brokers to submit all continuing obligation disclosures and notifications that do not require formal approval via email. This directive mandates that submissions be sent to disclosures@seczambia.org.zm and covers specific provisions under Section 81 of the Securities Act and Rules 11 through 22 of the Registration Rules. An automated acknowledgment email confirms receipt, and recipients must retain this confirmation or contact the Commission directly if it is not received within twenty-four hours.
[Logo: SEC SECURITIES AND EXCHANGE COMMISSION Protecting Investors in the Capital Markets]
Directorate of Market Supervision and Development
CIRCULAR No: 4/2019/DMSD
TO : Issuers of SEC Registered Securities Sponsoring Brokers
SUBJECT : Continuing Obligations – Disclosures and other Notifications (not approvals)
DATE : 26th April, 2019
Reference is made to the above subject matter.
In its efforts to ensure investor protection and enhance Issuers’ compliance with continuing obligations as stipulated in the Securities Act and the rules thereunder, the Securities and Exchange Commission (“the Commission”) hereby requests Issuers and sponsoring Brokers to ensure that all disclosures and other notifications that do not require the Commission’s approval are submitted via electronic mail using the following address: disclosures@seczambia.org.zm
Only disclosures and notifications that DO NOT require the Commission’s approval should be submitted using the above email address.
Examples of the disclosures and notifications that should be emailed to the above email address include, but are not limited to, those relating to the following provisions of the Act:
Securities Act:
- Section 81 of the Act - Continuing obligations for registered securities
Securities (Registration of Securities) Rules:
- Rule 11 – Corporate disclosure policy;
- Rule 18 – Board meeting notifications;
- Rule 19 – After board meetings notifications;
- Rule 20 – Notification to the Commission of certain decisions;
- Rule 21 – Informing the Commission on basis of allotment; and
- Rule 22 – Informing the Commission on winding up and liquidation of the issuer.
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Upon the Commission receiving a disclosure and/or notification, an automatic email will be generated and sent to the sender(s) to acknowledge receipt. We advise that you kindly retain the acknowledgement email for future reference. In the event that you do not receive acknowledge within 24 hours from the time of your email, please contact the Commission by telephone or in person.
Should you require any clarification and/or further information from the Commission in this regard, please do not hesitate to contact us.
Kindly oblige accordingly,
[Signature]
M Mundia DIRECTOR MARKET SUPERVISION AND DEVELOPMENT
cc: Chief Executive Officer, SEC cc: Director Enforcement and Legal Services, SEC
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