Companies
(Takeovers and Mergers Panel) (Jersey) Law 2009
A LAW to provide for a body to be
appointed to oversee and establish rules for the takeovers and mergers of
companies and other corporate bodies.
Commencement
[see endnotes]
Part 1
Interpretation
1 Interpretation
(1) In this Law, unless the
context otherwise requires –
“City Code” means the City Code on Takeovers and Mergers
issued by the Panel on Takeovers and Mergers of the United Kingdom;
“Commission” means the Jersey Financial Services
Commission;
“Companies Act 2006” means the Companies
Act 2006 (c.46) of the United Kingdom as amended, extended or applied from
time to time;
“company” means any body corporate (other than a limited
liability company registered as a body corporate under the Limited Liability Companies
(Jersey) Law 2018), whether or not a company within the meaning of the Companies (Jersey)
Law 1991;
“Court” means the Royal Court;
“disclosure requirement” means a requirement imposed
under Article 7;
“Financial Services Authority” means the Authority of
that name within the meaning of the Financial Services and Markets Act;
“Financial Services and Markets Act” means the Financial
Services and Markets Act 2000 (c.8) of the United Kingdom;
“Minister” means the Minister for External Relations;
“Panel” means the body described in Article 2(2);
“regulatory Law” has the meaning in Article 11(5);
“rule-based requirement” means a requirement imposed
under rules;
“rules” mean rules made under Article 3;
“Takeover Appeal Board” has the meaning in Article 12;
“takeover bid” includes a public offer made to the
holders of the securities of a company to acquire some or all of those
securities, whether mandatory or voluntary, which follows or has as its
objective the acquisition of control of that company, but does not include
cases where the offer is made by the company itself.[1]
(2) [2]
Part 2
Takeover panel
2 Appointment
of body to oversee takeovers
(1) The Minister may, by
Order, appoint a body, including a body established under, or recognized by, a
law of a country or territory outside Jersey, to have the functions set out in
Articles 3 to 20.
(2) The body appointed
under paragraph (1) shall be known as the Panel on Takeovers and Mergers
(“Panel”).
(3) The Panel may do
anything that it considers necessary or expedient for the purposes of, or in
connection with, its functions.
(4) Subject to Article 3(4)
and (5), the Panel may make arrangements for any of its functions to be
discharged by a committee or sub-committee of the Panel, or an officer or
member of staff of the Panel or a person acting as such.
3 Rule
making powers of the Panel
(1) The
Panel may make rules giving effect to the general principles in Part 1 of
Schedule 1C to the Companies Act 2006.[3]
(2) Rules made by the Panel
may also make other provision –
(a) for
or in connection with the regulation of –
(i) takeover bids,
(ii) merger
transactions,
(iii) transactions
not falling within clause (i) or (ii) that have or may have, directly or
indirectly, an effect on the ownership or control of companies;
(b) for
or in connection with the regulation of things done in consequence of, or
otherwise in relation to, any such bid or transaction;
(c) about
cases where –
(i) any such bid or
transaction is, or has been, contemplated or apprehended, or
(ii) an
announcement is made denying that any such bid or transaction is intended.
(3) The provision that may
be made under paragraph (2) includes, in particular, provision for a
matter that is, or is similar to, a matter provided for in the City Code as it
had effect immediately before 8th November 2006 (being the date when the Companies
Act 2006 was passed).
(4) In relation to rules
made by virtue of Article 17 (fees and charges), functions under this
Article may be discharged either by the Panel itself or by a committee of the Panel
(but not otherwise).
(5) In relation to rules of
any other description, the Panel must discharge its functions under this
Article by a committee of the Panel.
4 Further
provisions about rules
(1) Rules may –
(a) make
different provision for different purposes;
(b) make
provision subject to exceptions or exemptions;
(c) contain
incidental, supplemental, consequential or transitional provision;
(d) authorize
the Panel to dispense with or modify the application of rules in particular
cases and by reference to any circumstances.
(2) Rules made by virtue of
paragraph (1)(d) must require the Panel to give reasons for acting as
mentioned in that sub-paragraph.
(3) Rules must be made by
an instrument in writing.
(4) Immediately after an
instrument containing rules is made, the text must be made available to the
public, with or without payment, in whatever way the Panel thinks appropriate.
(5) A person is not to be
taken to have contravened a rule if he or she shows that at the time of the
alleged contravention the text of the rule had not been made available as
required by paragraph (4).
(6) The production of a
printed copy of an instrument purporting to be made by the Panel on which is
endorsed a certificate signed by an officer of the Panel authorized by it for
that purpose and stating –
(a) that
the instrument was made by the Panel;
(b) that
the copy is a true copy of the instrument; and
(c) that
on a specified date the text of the instrument was made available to the public
as required by paragraph (4),
is evidence of the facts stated in the certificate.
(7) A certificate
purporting to be signed as mentioned in paragraph (6) is to be treated as
having been properly signed unless the contrary is shown.
(8) A person who wishes in
any legal proceedings to rely on an instrument by which rules are made may
require the Panel to endorse a copy of the instrument with a certificate of the
kind mentioned in paragraph (6).
5 Rulings
(1) The Panel may give
rulings on the interpretation, application or effect of rules.
(2) To the extent and in
the circumstances specified in rules, subject to any review or appeal, a ruling
has binding effect.
6 Directions
Rules may contain provision conferring power on the Panel to give
any direction that appears to the Panel to be necessary in order –
(a) to restrain a person
from acting (or continuing to act) in breach of rules;
(b) to restrain a person
from doing (or continuing to do) a particular thing, pending determination of
whether that or any other conduct of his or hers is, or would be, a breach of
rules;
(c) otherwise to secure
compliance with rules.
7 Power
to require documents and information
(1) The Panel may by notice
in writing require a person –
(a) to
produce any documents that are specified or described in the notice;
(b) to
provide, in the form and manner specified in the notice, such information as
may be specified or described in the notice.
(2) A requirement under
paragraph (1) must be complied with –
(a) at a
place specified in the notice; and
(b) before
the end of such reasonable period as may be so specified.
(3) This paragraph applies
only to documents and information reasonably required in connection with the
exercise by the Panel of its functions under this Law.
(4) The Panel may
require –
(a) any
document produced to be authenticated; or
(b) any
information provided (whether in a document or otherwise) to be verified,
in such manner as it may reasonably require.
(5) The Panel may authorize
a person to exercise any of its powers under this Article.
(6) A person exercising a
power by virtue of paragraph (5) must, if required to do so, produce
evidence of his or her authority to exercise the power.
(7) The production of a
document in pursuance of this Article does not affect any lien that a person
has on the document.
(8) The Panel may take
copies of or extracts from a document produced in pursuance of this Article.
(9) A reference in this
Article to the production of a document includes a reference to the production
of –
(a) a
hard copy of information recorded otherwise than in hard copy form; or
(b) information
in a form from which a hard copy can be readily obtained.
(10) A person is not required by
this Article to disclose documents or information in respect of which a claim
to legal professional privilege could be maintained in legal proceedings.
8 Restriction
on disclosure
(1) This Article applies to
information (in whatever form) –
(a) relating
to the private affairs of an individual; or
(b) relating
to any particular business,
that is provided to the Panel in connection with the exercise of its
functions under this Law.
(2) No such information
may, during the lifetime of the individual or so long as the business continues
to be carried on, be disclosed without the consent of that individual or (as
the case may be) the person for the time being carrying on that business.
(3) Paragraph (2) does
not apply to any disclosure of information that –
(a) is
made for the purpose of facilitating the carrying out by the Panel of any of
its functions under this Law;
(b) is made
to a person specified in Part 1 of the Schedule;
(c) is of
a description specified in Part 2 of the Schedule; or
(d) is
made in accordance with Part 3 of the Schedule.
(4) The States may by
Regulations amend the Schedule.
(5) The States must
not –
(a) amend
Part 1 of the Schedule by specifying a person unless the person exercises
functions of a public nature (whether or not he or she exercises any other
function);
(b) amend
Part 2 of the Schedule by adding or modifying a description of disclosure
unless the purpose for which the disclosure is permitted is likely to
facilitate the exercise of a function of a public nature;
(c) amend
Part 3 of the Schedule so as to have the effect of permitting disclosures
to be made to a body other than one that exercises functions of a public nature
in a country or territory outside Jersey.
(6) Paragraph (2) does
not apply to –
(a) the
disclosure by the Commission of information disclosed to it by the Panel in
reliance on paragraph (3);
(b) the
disclosure of such information by anyone who has obtained it directly or
indirectly from an authority within paragraph (7).[4]
(7) [5]
(8) This Article does not
prohibit the disclosure of information if the information is or has been
available to the public from any other source.
(9) Nothing in this Article
authorizes the making of a disclosure in contravention of the Data Protection (Jersey)
Law 2018.[6]
9 Offence
of disclosure in contravention of Article 8
(1) A person who discloses
information in contravention of Article 8 is guilty of an offence,
unless –
(a) he or
she did not know, and had no reason to suspect, that the information had been
provided as mentioned in Article 8(1); or
(b) he or
she took all reasonable steps and exercised all due diligence to avoid the
commission of the offence.
(2) A person guilty of an
offence under this Article is liable to imprisonment for a term of 2 years and
a fine.
(3) Where an offence under
this Article committed by a limited liability partnership or company is proved
to have been committed with the consent or connivance of, or to be attributable
to any neglect on the part of –
(a) a
person who is a partner of the partnership, or director, manager, secretary or
other similar officer of the company; or
(b) any
person purporting to act in any such capacity,
that person shall also be guilty of the offence and liable in the
same manner as the partnership or company to the penalty provided for that
offence.
(4) Where the affairs of a
company are managed by its members, paragraph (3) shall apply in relation
to the acts and defaults of a member in connection with the member’s
functions of management as if the member were a director of the company.
(5) Any person who aids,
abets, counsels or procures the commission of an offence under this Law shall
also be guilty of the offence and liable in the same manner as a principal
offender to the penalty provided for that offence.
(6) Nothing in paragraph (5)
affects the operation of paragraph (3) or (4).
(7) No proceedings for an
offence under this Article shall be instituted except by or with the consent of
the Attorney General.
10 Panel’s
duty of co-operation
(1) The Panel must take
such steps as it considers appropriate to co-operate with –
(a) the
Commission;
(b)
(c) any
other person or body that exercises functions of a public nature under
legislation in any country or territory outside Jersey, that appear to the
Panel to be similar to its own functions or those of the Commission.[7]
(2) Co-operation may
include the sharing of information that the Panel is not prevented from
disclosing.
11 Commission’s
duty to take appropriate steps to assist Panel
(1) The Commission must
take such steps as it considers appropriate to co-operate with the Panel for
the purpose of assisting the Panel to discharge its functions under this Law.
(2) For the purpose of
assisting the Panel to discharge its functions under this Law, the Commission
may exercise its powers under any regulatory Law as if the Panel were a
relevant supervisory authority as defined in that Law.
(3) Nothing in any
enactment shall preclude the disclosure of information to which paragraph (4)
applies where such disclosure is –
(a) by
the Commission to the Panel for the purpose of enabling or assisting the Panel
to discharge its functions under this Law; or
(b) by
the Panel if such disclosure is disclosure to which the restriction in Article 8(2)
does not apply by virtue of Article 8(3), (6) or (8).
(4) This paragraph applies
to information relating to the business or affairs of any person where such
information is received –
(a) by
the Commission under or for the purposes of any enactment; or
(b) by
the Commission directly or indirectly from a person who has received it under
or for the purposes of any enactment.
(5) In this Law
“regulatory Law” means any of the following –
(a) the Collective Investment Funds
(Jersey) Law 1988;
(b) the Banking Business (Jersey)
Law 1991;
(c) the Insurance Business (Jersey)
Law 1996;
(d) the Financial Services (Jersey)
Law 1998.
(6) The Minister may by
Order –
(a) amend
the definition of “regulatory Law”; and
(b) amend
paragraph (2) to make such consequential changes as are necessary to
enable the Commission to exercise its powers as if the Panel were an authority
that has functions the same as, or similar to, any functions of an authority
referred to in a regulatory Law.
12 Hearings
and appeals
(1) Rules must provide for
a decision of the Panel to be subject to review by a committee of the Panel,
such committee to be known as the “Hearings Committee”, at the
instance of such persons affected by the decision as are specified in the
rules.
(2) Rules may also confer
other functions on the Hearings Committee.
(3) Rules must provide for
there to be a right of appeal against a decision of the Hearings Committee to
an independent body, such body to be known as the “Takeover Appeal
Board”, in such circumstances and subject to such conditions as are
specified in the rules.
(4) Rules may
contain –
(a) provision
as to matters of procedure in relation to proceedings before the Hearings
Committee (including provision imposing time limits);
(b) provision
about evidence in such proceedings;
(c) provision
as to the powers of the Hearings Committee dealing with a matter referred to
it;
(d) provision
about enforcement of decisions of the Hearings Committee and the Takeover
Appeal Board.
(5) Rules must contain
provision –
(a) requiring
the Panel, when acting in relation to any proceedings before the Hearings
Committee or the Takeover Appeal Board, to do so by an officer or member of
staff of the Panel (or a person acting as such);
(b) preventing
a person who is or has been a member of the committee mentioned in Article 3(5)
from being a member of the Hearings Committee or the Takeover Appeal Board; and
(c) preventing
a person who is a member of the committee mentioned in Article 3(5), of
the Hearings Committee or of the Takeover Appeal Board from acting as mentioned
in sub-paragraph (a).
13 Sanctions
(1) Rules may contain
provision conferring power on the Panel to impose sanctions on a person who
has –
(a) acted
in breach of rules; or
(b) failed
to comply with a direction given under Article 6.
(2) Paragraph (3)
applies where rules made by virtue of paragraph (1) confer power on the
Panel to impose a sanction of a kind not provided for by the City Code as it
had effect immediately before this Law comes into force.
(3) The Panel must prepare
a statement (a “policy statement”) of its policy with respect
to –
(a) the
imposition of the sanction in question; and
(b) where
the sanction is in the nature of a financial penalty, the amount of the penalty
that may be imposed.
(4) For the purposes of
paragraph (3), an element of the policy must be that, in making a decision
about any such matter, the Panel has regard to the factors mentioned in
paragraph (5).
(5) The factors
are –
(a) the
seriousness of the breach or failure in question in relation to the nature of
the rule or direction contravened;
(b) the
extent to which the breach or failure was deliberate or reckless;
(c) whether
the person on whom the sanction is to be imposed is an individual.
(6) The Panel may at any
time revise a policy statement.
(7) The Panel must prepare
a draft of any proposed policy statement (or revised policy statement) and
consult such persons about the draft as the Panel considers appropriate.
(8) The Panel must publish,
in whatever way it considers appropriate, any policy statement (or revised policy
statement) that it prepares.
(9) In exercising, or
deciding whether to exercise, its power to impose a sanction within paragraph (2)
in the case of any particular breach or failure, the Panel must have regard to
any relevant policy statement published and in force at the time when the
breach or failure occurred.
14 Compensation
(1) Rules may confer power
on the Panel to order a person to pay such compensation as it thinks just and
reasonable if he or she is in breach of a rule the effect of which is to
require the payment of money.
(2) Rules made under this
Article may include provision for the payment of interest (including compound
interest).
15 Enforcement
by the Court
(1) If, on the application
of the Panel, the Court is satisfied –
(a) that
there is a reasonable likelihood that a person will contravene a rule-based
requirement; or
(b) that
a person has contravened a rule-based requirement or a disclosure requirement,
the Court may make any order it thinks fit to secure compliance with
the requirement.
(2) Except as provided by
paragraph (1), no person has a right to seek an injunction to prevent a
person from contravening (or continuing to contravene) a rule-based requirement
or a disclosure requirement.
16 No
action for breach of statutory duty etc.
(1) Contravention of a
rule-based requirement or a disclosure requirement does not give rise to any
right of action for breach of statutory duty.
(2) Contravention of a
rule-based requirement does not make any transaction void or unenforceable or (subject
to any provision made by rules) affect the validity of any other thing.
17 Fees
and charges
(1) Rules may provide for
fees or charges to be payable to the Panel for the purpose of meeting any part
of its expenses under this Law.
(2) A reference in this
Article or Article 18 to expenses of the Panel is to any expenses that
have been or are to be incurred by the Panel in, or in connection with, the
discharge of its functions under this Law, including, in
particular –
(a) payments
in respect of the expenses of the Takeover Appeal Board;
(b) the
cost of repaying the principal of, and paying any interest on, any money
borrowed by the Panel;
(c) the
cost of maintaining adequate reserves.
18 Levy
(1) For the purpose of
meeting any part of the expenses of the Panel under this Law, the Minister may
by Order provide for a levy to be payable to the Panel –
(a) by
specified persons or bodies, or persons or bodies of a specified description;
or
(b) on
transactions, of a specified description, in securities on specified markets.
(2) The power to specify or
to specify descriptions of persons or bodies must be exercised in such a way
that the levy is payable only by persons or bodies that appear to the
Minister –
(a) to be
capable of being directly affected by the exercise of any of the functions of
the Panel under this Law; or
(b) otherwise
to have a substantial interest in the exercise of any of those functions.
(3) An Order under this
Article may in particular –
(a) specify
the rate of the levy and the period in respect of which it is payable at that
rate; and
(b) make
provision as to the times when, and the manner in which, payments are to be
made in respect of the levy.
(4) In determining the rate
of the levy payable in respect of a particular period, the Minister –
(a) must
take into account any other income received or expected by the Panel under this
Law in respect of that period; and
(b) may
take into account estimated as well as actual expenses of the Panel under this
Law in respect of that period.
(5) The Panel
must –
(a) keep
proper accounts in respect of any amounts of levy received under this Article;
and
(b) prepare,
in relation to each period in respect of which any such amounts are received, a
statement of account relating to those amounts in such form and manner as is
specified in the Order.
(6) The accounts described
in paragraph (5) must be audited by auditors appointed by the Minister and
qualified for appointment as auditors of a company by virtue of Article 113
of the Companies (Jersey)
Law 1991.
19 Recovery
of fees, charges or levy
An amount payable by any person or body by virtue of Article 17
or 18 is a debt due from that person or body to the Panel, and is
recoverable accordingly.
20 Panel
as party to proceedings
The Panel, whether or not it is an unincorporated body,
may –
(a) bring proceedings under
this Law in its own name;
(b) bring or defend any
other proceedings in its own name.
21 Exemption
from liability in damages
(1) Neither the Panel, nor
any person within paragraph (2) is to be liable in damages for anything
done (or omitted to be done) in, or in connection with, the discharge or
purported discharge of the Panel’s functions.
(2) A person is within this
paragraph if –
(a) that
person is (or is acting as) a member, officer or member of staff of the Panel;
or
(b) that
person is a person authorized under Article 7(5).
(3) Paragraph (1) does
not apply –
(a) if
the act or omission is shown to have been in bad faith; or
(b) so as
to prevent an award of damages in respect of the act or omission on the ground
that it was unlawful as a result of Article 7(1) of the Human Rights (Jersey)
Law 2000 (acts of public authorities which are incompatible with Convention
rights).
22 Privilege
against self-incrimination
(1) A statement made by a
person in response to –
(a) a
requirement under Article 7(1); or
(b) an
order made by the Court under Article 15 to secure compliance with such a
requirement,
may not be used against that person in criminal proceedings in which
that person is charged with an offence to which this paragraph applies.
(2) Paragraph (1)
applies to any offence other than the offence of perjury.
Part 3
Miscellaneous and closing
23 Other
legislation relating to takeovers and mergers
Nothing in this Law shall affect the operation of any provision of
the Companies (Jersey) Law 1991 or the Competition (Jersey)
Law 2005 in relation to any takeover bid or transaction in respect of which
the Panel can make rules under this Law.
24 Regulations
and Orders
An Order or Regulations under this Law may contain such
transitional, consequential, incidental or supplementary provisions as appear
to the Minister or the States, as the case may be, to be necessary or expedient
for the purposes of the Order or Regulations.
25 Citation
This Law may be cited as the Companies (Takeovers and Mergers Panel)
(Jersey) Law 2009.
Schedule[8]
(Article 8)
Specified persons,
descriptions of disclosure etc for the purposes of article 8
PART 1
SPECIFIED PERSONS
1 Chief
Minister
1A Minister
for External Relations
2 Minister
for Treasury and Resources
3 Commission
4 Comptroller
of Income Tax
5 Agent
of the Impôts
6 Attorney
General
7 Viscount
8 police
officer
9 any
person specified in Part 1 of Schedule 2 to the Companies
Act 2006
9A any
person specified in Part 1 of Schedule 6 to the Companies (Guernsey)
Law 2008
PART 2
SPECIFIED DESCRIPTIONS OF
DISCLOSURES
10 A
disclosure for the purpose of enabling or assisting an inspector appointed
under Part 19 of the Companies (Jersey)
Law 1991 to exercise his or her functions.
11 A
disclosure for the purpose of enabling or assisting a person appointed under
Article 33 of the Financial Services (Jersey)
Law 1998 to exercise his or her functions.
12 A
disclosure for the purpose of enabling or assisting an inspector appointed
under Article 22 of the Collective Investment Funds
(Jersey) Law 1988 to exercise his or her functions.
13 A
disclosure for the purpose of enabling or assisting the Minister to exercise
his functions under any of the following –
the Companies (Jersey)
Law 1991;
the Bankruptcy (Désastre)
(Jersey) Law 1990;
the Financial Services (Jersey)
Law 1998.
14 A
disclosure for the purpose of enabling any of the following to exercise its
functions –
the European Central Bank;
the central bank of any country or territory outside Jersey.
15 A
disclosure for the purpose of enabling or assisting the Comptroller of Income
Tax to exercise his or her functions.
16 A
disclosure for the purpose of enabling or assisting the Agent of the
Impôts to exercise his or her functions.
17 A
disclosure for the purpose of enabling or assisting the Jersey Competition
Regulatory Authority to exercise its functions.
18 A
disclosure for the purpose of enabling or assisting the Attorney General to
exercise his or her functions in connection with charities.
19 A
disclosure for the purpose of enabling or assisting the Attorney General to
exercise his or her functions under the Distance Selling (Jersey)
Law 2007.
20 A
disclosure for the purpose of enabling or assisting the Viscount to exercise
his or her functions in relation to désastre or in relation to Part 2
of the Proceeds of Crime (Jersey)
Law 1999.
21 A
disclosure for the purpose of enabling or assisting an overseas regulatory
authority to exercise its regulatory functions.
In this paragraph “overseas regulatory authority” means
an authority in a country or territory outside Jersey which
exercises –
(a) any
function corresponding to a function of the Minister under the Companies (Jersey)
Law 1991;
(b) any
function corresponding to a function of the Commission under a regulatory Law
or the Financial Services Authority under the Financial Services and Markets
Act;
(c) any
function in connection with the investigation of, or the enforcement of rules
(whether or not having the force of law) relating to, conduct corresponding to
conduct of the kind prohibited by Part 3A of the Financial Services (Jersey)
Law 1998 (market manipulation, misleading information and insider dealing);
or
(d) any
function prescribed by the Minister by Order, being a function which, in his or
her opinion, relates to companies or financial services.
In this paragraph “regulatory function” means any
function described in paragraphs (a) to (c) in the definition of
“overseas regulatory authority”.
22 A
disclosure with a view to the institution of, or otherwise for the purposes of,
criminal proceedings.
23 A
disclosure with a view to the institution of, or otherwise for the purposes of,
proceedings on an application under Article 78 of the Companies (Jersey)
Law 1991.
24 A
disclosure with a view to the institution of, or otherwise for the purposes of,
disciplinary proceedings relating to the performance of a solicitor, advocate,
foreign lawyer, auditor, accountant, valuer or actuary of his or her
professional duties.
In this paragraph “foreign lawyer” means a person
who –
(a) has
not –
(i) been admitted to
the Bar, or
(ii) been
admitted as a solicitor,
under the Advocates and Solicitors
(Jersey) Law 1997; and
(b) is a
member, and entitled to practise as such, of a legal profession regulated
within a jurisdiction outside Jersey.
25 A
disclosure with a view to the institution of, or otherwise for the purposes of,
disciplinary proceedings relating to the performance of a public servant of his
or her duties.
In this paragraph “public servant” means –
(a) an
individual who holds office under, or is employed by, the Crown;
(b) a
member, officer or employee of the States or an officer or employee in an
administration of the States;
(c) a
member, officer or employee of the Commission; or
(d) any
person exercising public functions who is declared by Order by the Minister to
be a public servant for the purposes of this paragraph.
26 A
disclosure for the purpose of the provision of a summary or collection of
information framed in such a way so as not to enable the identity of any person
to whom the information relates to be ascertained.
27 A
disclosure of any description specified in Part 2 of Schedule 2 to
the Companies Act 2006.
27A Any disclosure
of any description specified in Part 2 of Schedule 6 to the Companies
(Guernsey) Law 2008.
PART 3
overseas regulatory bodies
28 A
disclosure is made in accordance with this Part of the Schedule if –
(a) it is
made to a person or body within paragraph 29; and
(b) it is
made for the purpose of enabling or assisting that person or body to exercise
the functions mentioned in that paragraph.
29 The
person or bodies that are within this paragraph are those exercising functions
of a public nature, under legislation in any country or territory outside
Jersey, that appear to the Panel to be similar to its own functions or those of
the Commission or of the Financial Services Authority.
30 In
determining whether to disclose information to a person or body in accordance
with this Part of the Schedule, the Panel must have regard to the following
considerations –
(a) whether
the use that the person or body is likely to make of the information is
sufficiently important to justify making the disclosure; and
(b) whether
the person or body has adequate arrangements to prevent the information from
being used or further disclosed otherwise than for the purposes of carrying out
the functions mentioned in paragraph 29 or any other purposes
substantially similar to those for which information disclosed to the Panel
could be used or further disclosed.