OTC Capital

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OTC Capital For Funding Investment
29 August 2006
Presentation
Loh Hoon Sun, Managing Director, Phillip
Securities Pte Ltd
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Filling the Equity Funding Gap
Stock Exchange Listing
OTC CAPITAL
Private Equity
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Securities Futures Act (SFA)

• Every offer of securities must comply with
  prospectus requirements under the SFA.
• SFA was amended on 25 January 2005 to provide for
  exemption for small offers.
• Guidelines for the exemption were published on 15
  October 2005.
• The amended SFA and the Guidelines provide the
  legal framework for OTC operation, specifically
  the S272A Small Offers Exemption.

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Small Offers Section 272A of SFA

• Up to S5 million (maximum cap) can be raised
  within 12 months
• No prospectus required under the Small Offers
  Exemption
• Personal offers to investors who have expressed
  an interest in such small offers only

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What is OTC?

• A trading platform for unlisted securities
• Not an Exchange
• Operated by Phillip Securities Pte Ltd
• Other OTCs (globally)
• Taiwan Pre-Listing Market
• UK OFEX
• US Pink Sheet
• Australia OTC Bulletin Board

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Features of OTC Offers

• No prospectus
• Lower costs of raising funds
• Faster process
• Limited to raising S5m a year
• Investors need to have expressed an interest in
  such offers

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Requirements for Admission to OTC Capital

• Singapore incorporated public companies
• Viable business with good growth prospects
• Engage a Corporate Advisor
• Appoint a market-maker
• Standard disclosures

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Panel of Corporate Advisors

• Phillip Securities
• Stirling Coleman
• Asian Corporate
• Westcomb Financial Group
• OCBC Bank
• Genesis Capital

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First Company admitted to OTC Capital

• GlobalRoam Group Ltd Integrated Communication
  Services Company
• Trading started 7 August 2006
• Raised S2.4 million from OTC
• Expenses incurred S170,000
• Market capitalisation of S10.3M
• Preparation time 3 ½ months

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Benefits to Investors
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Trading Features

• Market making system
• Scripless trading
• Trades can be placed electronically by using a
  restricted access in POEMS or by calling their
  trading representatives in Phillip Securities
• Phillip Securities as Depository/Custodian with
  monthly statements
• Trading account with indication of interest

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Expression / Registration of Interest

• Understand nature and risks of investing of
  investing in OTC securities
• Section 272A of SFA
• Terms and Conditions for trading
• Completion of two simple forms (online or
  hardcopy) to express interest
• Review, Acceptance and Registration of Interest
  by Phillip Securities
• Investors so registered will then be able to
  access the restricted OTC Capital website or
  receive information on OTC companies and new
  offers

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Advantages to investors

• Opportunity to invest in up and coming unlisted
  companies
• Participate in companies with good business model
  and high growth potential
• High risk and high return

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Enquiries
www.otccapital.com
queries_at_otccapital.com www.otccapital.com
Address OTC Capital Phillip Securities Pte
Ltd 250 North Bridge Road 06-00 Raffles City
Tower Singapore 179101 Tel [phone] /
65311605 Fax [phone]
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• Thank You