ARRANGEMENT OF SECTIONS
SECTION
Part I
Preliminary
1. Short title
2. Interpretation
Part II
Licence to Conduct Securities Business
3. Securities institution to be licensed
4. Licensing
5. Display of licence
6. Variation, suspension or cancellation of licence on request
7. Variation, suspension and cancellation of licence
7A. Removal of officer
8. Exemptions from and modifications of this Part
9. Matters to be considered in granting a licence to conduct securities business
Part III
Requirements of Securities Exchanges and Central Securities Depositories
10. Members’ requirements
11. Listings requirements
12. Penalties imposed by securities exchanges, central securities depository or Regulatory Authority
13. Rights of securities exchanges with respect to listing securities
14. Issuers or securities not meeting listings requirements
15. Review of refusal to list securities
16. Right of securities exchange to remove securities from list
17. New listings requirements may be applied to securities already listed
18. Trading requirements
19. Central securities depository requirements
20. Obligations of securities exchanges and central securities depositories
Part IV
General Provisions in Relation to Securities Business
21. Periodic disclosures and reports to be furnished to Regulatory Authority
22. Timely disclosures of material information in public interest
23. Off-market transactions in listed securities
24. Carrying on business in unlisted securities
25. Requirements affecting advertisements
26. Requirements affecting written comments on trading results
27. Fiduciary duty and duty of care and skill
28. Controller to be approved by Regulatory Authority
29. Delegation of powers
30. Securities institution to provide Regulatory Authority with information
31. Power of Regulatory Authority to amend requirements affecting securities institutions
32. Right of review for failure to comply
Part V
Conversion and Amalgamation
33. Conversion to a company
34. Amalgamation
Part VI
Insider Trading and Market Abuse
35. Information regarded as public
36. Insider trading and offences
37. Manipulative, improper, false or deceptive trading
38. Misleading statements, promises or forecasts
39. Civil liability
40. Profits to be determined by court and recoveries to be placed in fund
41. Procedural matters
42. Administration of this Part
43. Preservation of common law rights
Part VII
Regulation of Takeovers and Mergers
44. Definitions
45. Regulation of takeovers and mergers
Part VIII
[Repealed.]
46.–49. [Repealed.]
Part IX
Miscellaneous
50. Financial services law
51. Protection of securities exchanges and officers
52. Disclosure by securities institutions to be in public interest
53. Suspension of operations
54. Criminal offences
55. Prohibited use of certain words
56. Settlement Guarantee Fund requirements
57. Investor Compensation Fund requirements
57A. Segregation of funds
58. Rules
58A. Administrative sanctions
59. Regulations
Act 26, 2014,
S.I. 35, 2017,
Act 16, 2023,
S.I. 2, 2024.
An Act to consolidate and amend the laws relating to the regulation and supervision of the securities industry in Botswana; to make provision for the regulation and supervision of securities institutions and markets; to prohibit insider trading and other forms of market abuse; and to make provision for matters connected with the foregoing.
[Date of Commencement: 1st April 2017]
Part I
Preliminary (ss 1-2)
This Act may be cited as the Securities Act.
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