Singapore legislation
Section 57FD
Section 57FD
Control of shareholdings and voting power in licensee
(1)
A person must not, on or after 1 October 2020, become a 20% controller of a licensee without first obtaining the approval of the Authority.
(2)
Subject to section 57FE(5), a person who, immediately before 1 October 2020, is a 20% controller of a licensee must not continue to be such a controller unless the person has, within 6 months after 1 October 2020 or a longer period allowed by the Authority, applied to the Authority for approval to continue to be such a controller.
(3)
In this section, “20% controller” means a person who, alone or together with the person’s associates —
holds at least 20% of the total number of issued shares in the licensee; or
is in a position to control voting power of at least 20% in the licensee.
(4)
For the purposes of subsection (3) —
a person holds a share if —
the person is deemed to have an interest in that share under section 7 of the Companies Act 1967; or
the person otherwise has a legal or an equitable interest in that share except for such interest as is to be disregarded under section 7 of the Companies Act 1967;
a reference to the control of a percentage of the voting power in a licensee is a reference to the control, whether direct or indirect, of that percentage of the total number of votes that might be cast in a general meeting of the licensee; and
a person, A, is an associate of another person, B, if —
A is the spouse or a parent, remoter lineal ancestor or step‑parent or a son, daughter, remoter issue, stepson or stepdaughter or a brother or sister, of B;
A is a body corporate that is, or a majority of the directors of which are, accustomed or under an obligation whether formal or informal to act in accordance with the directions, instructions or wishes of B;
A is a person who is accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of B;
A is a subsidiary of B;
A is a body corporate in which B, alone or together with other associates of B as described in sub‑paragraphs (ii), (iii) and (iv), is in a position to control at least 20% of the voting power in A; or
A is a person with whom B has an agreement or arrangement, whether oral or in writing and whether express or implied, to act together with respect to the acquisition, holding or disposal of shares or other interests in, or with respect to the exercise of their voting power in relation to, the licensee.