72. Definition of a Reporting Entity

(1) A person is, subject to subsection (3), a Reporting Entity if the person —
(a) has or had Securities admitted to the Official List at any time;
(b) has made an Offer of Securities to the Public other than in relation to Units of a Fund;
(c) merges with or acquires a Reporting Entity referred to in paragraphs (a) or (b); or
(d) is declared by the Regulator pursuant to subsection (4) to be a Reporting Entity.
(2) For the purposes of subsection (1)(a) —
(a) in the case of a Listed Fund —
(i) a reference to a Reporting Entity is a reference to the Fund Manager of that Fund or such other person as the Regulator may declare (who may also be called a "Reporting Entity of the Listed Fund"); and
(ii) any obligations of a Reporting Entity are, unless the context requires otherwise, obligations in respect of the Listed Fund; and
(b) for avoidance of doubt, a person does not become a Reporting Entity of a Listed Fund by merely offering the Units of the Fund to the public, unless the Units are also admitted to trading on a Recognised Investment Exchange.
(3) A person is not a Reporting Entity —
(a) if the person —
(i) is an Exempt Offeror; or
(ii) has made an Offer of Securities to the Public where that Offer is an exempt offer;
(b) if —
(i) the person previously had Securities admitted to the Official List but currently has no Securities admitted to the Official List;
(ii) the current holders of at least 75 per cent. of the Securities of the Reporting Entity or the Listed Fund, as is relevant, have agreed in writing that the person is no longer needed to be a Reporting Entity; and
(iii) the Regulator has confirmed in writing upon being notified of the grounds referred to in sub-paragraphs (i) and (ii) that the person need no longer be a Reporting Entity; or
(c) in the case of a person referred to in subsections (1)(a), (b) or (c), if that person is declared by the Regulator pursuant to subsection (4)(a)(ii) not to be a Reporting Entity.
(4) The Regulator may upon application of a person or on its own initiative —
(a) declare in writing that a person is —
(i) a Reporting Entity; or
(ii) not a Reporting Entity; and
(b) impose such conditions or restrictions as it considers appropriate in respect of such a declaration.
(5) The Regulator may, by Rules, prescribe requirements applicable to Reporting Entities including any circumstances in which such requirements may not apply to certain Reporting Entities.
(6) The Regulator may, by Rules, extend the requirements applicable to a Reporting Entity to any person who intends to undertake any activity specified in subsections (1)(a), (b) or (c) where it considers appropriate to do so.
(7) A reference to a Reporting Entity by or under these Regulations includes, except where otherwise provided or the context implies otherwise, a person intending to have Securities admitted to trading on a Recognised Investment Exchange.