Singapore legislation
Section 159
Section 159
Shares of law corporation, etc.
(1)
A person must not transfer or dispose of any shares in a law corporation except in accordance with this section and the rules made under section 166.
(2)
All the shares in a law corporation must be held by solicitors subject to any rules made under section 166 as to any shares or proportion of shares in a law corporation which may be held by such other persons or class of persons as may be prescribed.
(3)
No share in a law corporation may be held by a person as nominee for another person.
(4)
Except with the prior approval of the Director of Legal Services or in circumstances prescribed in the rules made under section 166, any person who holds shares in a law corporation must not —
hold shares in any other law corporation;
be a director, consultant or employee of any other law corporation;
be a partner, consultant or employee of any law firm or limited liability law partnership; or
practise as a solicitor on his or her own account.
(5)
No security may be created over any share in a law corporation.
(6)
An individual must not hold any shares in a law corporation, except during any grace period granted by the Director of Legal Services, on the individual’s application, for the individual to transfer or dispose of the individual’s shares in the law corporation, if —
the individual has been suspended from practice or struck off the roll pursuant to such disciplinary proceedings under this Act as are applicable to a solicitor;
the individual’s registration under section 36B, 36C or 36D has been cancelled or suspended, or the individual’s approval under section 176(1) has been cancelled or suspended, pursuant to such disciplinary proceedings under this Act as are applicable to a regulated foreign lawyer; or
the individual has been ordered to divest himself or herself of any shares or equity interests he or she may have in a Singapore law practice pursuant to such disciplinary proceedings under this Act as are applicable to a regulated non‑practitioner.
(7)
An individual must not, directly or indirectly, take part or be concerned in the management or practice of a law corporation if —
he or she has been suspended from practice or struck off the roll pursuant to such disciplinary proceedings under this Act as are applicable to a solicitor;
his or her registration under section 36B, 36C or 36D has been cancelled or suspended, or the approval granted to him or her under section 176(1) has been cancelled or suspended, pursuant to such disciplinary proceedings under this Act as are applicable to a regulated foreign lawyer; or
he or she has been ordered to divest himself or herself of any shares or equity interests he or she may have in a Singapore law practice pursuant to such disciplinary proceedings under this Act as are applicable to a regulated non‑practitioner.
(8)
Any transfer or disposal made in contravention of subsections (1) to (6) is void.
(9)
Despite subsections (2) and (7), where a solicitor has for any reason ceased to hold a practising certificate, the Director of Legal Services may, upon application made by the solicitor or by the law corporation of which the solicitor is a member, grant the solicitor a grace period of not more than 2 years to transfer the solicitor’s shares in the law corporation.
(10)
The solicitor mentioned in subsection (9) is to be treated as a solicitor for the purposes of computing the proportion of any class of shares in the law corporation held by solicitors.
(11)
Despite subsections (2) and (7), where a solicitor has by reason of death, bankruptcy or incapacity by reason of mental or physical disability ceased to hold a practising certificate, the Director of Legal Services may allow the executor or administrator of the solicitor’s estate or any other person to hold the solicitor’s shares in the law corporation of which the solicitor was or is a member for a grace period of not more than 2 years.
(12)
The grace period of not more than 2 years mentioned in subsection (11) commences —
in the case of death, from the date the administrator is appointed or the date the probate or letters of administration are granted;
in the case of bankruptcy, from the date the solicitor is adjudged a bankrupt; or
in the case of incapacity by reason of mental or physical disability, from the date the solicitor becomes incapable to act.
(13)
The solicitor mentioned in subsection (9) or the persons referred to in subsection (11) must not, during the grace period of 2 years, exercise any voting rights attached to the solicitor’s shares in the law corporation or take part or be concerned in the management or practice of the law corporation.