82. Substantial shareholder to notify company of his interests

Question 1

82. Substantial shareholder to notify company of his interests

Answer 1

General overview
[82.01] This section provides that a person who is a substantial shareholder in a company must give notice in writing to the company stating (a) his name; (b) his address; (c) full particulars of the voting shares in the company in which he has an interest or interests; (d) full particulars of each interest; and (e) circumstances by reason of which he has the interest.

Question 2

Reporting obligations

Answer 2

[82.02] Subsection (2) provides that after October 1, 1971, a substantial shareholder has to notify the company within two business days after becoming a substantial shareholder.
Once a person becomes a substantial shareholder, he has to notify the company accordingly even if he ceases to be such within the two business days. Hence, a shareholder who buys shares of a listed corporation on the securities exchange has a reporting obligation once he accumulates 5% of the voting shares in the company, or in any class of voting shares thereof, even if he immediately sells them off. For listed corporations, substantial shareholders have to notify the company under ss 135 to 137G of the Securities and Futures Act (Cap 289).