Singapore legislation
Section 17
Section 17
Power to transfer all property, modify objects, etc.
(1)
This section applies to a charity if —
its gross income in its last financial year did not exceed $20,000; and
it does not hold any land on trusts which stipulate that the land is to be used for the purpose, or any particular purpose, of the charity,and it is neither an exempt charity nor a charitable company.
(2)
Subject to the following provisions of this section, the governing board members of a charity to which this section applies may resolve for the purposes of this section —
that all the property of the charity should be transferred to such other charity as is specified in the resolution, being either a registered charity or a charity which is not required to be registered;
that all the property of the charity should be divided, in such manner as is specified in the resolution, between such 2 or more other charities as are so specified, being in each case either a registered charity or a charity which is not required to be registered;
that the governing instruments of the charity should be modified by replacing all or any of the purposes of the charity with such other purposes, being in law charitable, as are specified in the resolution; or
that any provision of the governing instruments of the charity —
relating to any of the powers exercisable by the governing board members in the administration of the charity; or
regulating the procedure to be followed in any respect in connection with its administration,should be modified in such manner as is specified in the resolution.
(3)
Any resolution passed under subsection (2) must be passed by a majority of not less than two‑thirds of the governing board members present and voting on the resolution.
(4)
The governing board members of a charity to which this section applies (called in this Act the transferor charity) do not have power to pass a resolution under subsection (2)(a) or (b) unless they are satisfied —
that the existing purposes of the transferor charity have ceased to be conducive to a suitable and effective application of the charity’s resources; and
that the purposes of the charity or charities specified in the resolution are as similar in character to the purposes of the transferor charity as is reasonably practicable,and before passing the resolution they must have received from the governing board members of the charity, or (as the case may be) of each of the charities, specified in the resolution written confirmation that those governing board members are willing to accept a transfer of property under this section.
(5)
The governing board members of any such charity do not have power to pass a resolution under subsection (2)(c) unless they are satisfied —
that the existing purposes of the charity (or, as the case may be, such of them as it is proposed to replace) have ceased to be conducive to a suitable and effective application of the charity’s resources; and
that the purposes specified in the resolution are as similar in character to those existing purposes as is practical in the circumstances.
(6)
Where the governing board members have passed a resolution under subsection (2), they must —
give public notice of the resolution in such manner as they think reasonable in the circumstances; and
send a copy of the resolution to the Commissioner, together with a statement of their reasons for passing it.
(7)
The Commissioner may, when considering the resolution, require the governing board members to provide additional information or explanation —
as to the circumstances in and by reference to which they have determined to act under this section; or
relating to their compliance with this section in connection with the resolution,and the Commissioner must take into account any representations made to the Commissioner by persons appearing to him or her to be interested in the charity where those representations are made within the period of 6 weeks beginning with the date when the Commissioner receives a copy of the resolution by virtue of subsection (6)(b).
(8)
Where the Commissioner has so received a copy of a resolution from any governing board members and it appears to the Commissioner that they have complied with this section in connection with the resolution, the Commissioner must, within the period of 3 months beginning with the date when he or she receives the copy of the resolution, notify them in writing either —
that the Commissioner concurs with the resolution; or
that he or she does not concur with it.
(9)
Where the Commissioner so notifies his or her concurrence with the resolution, then —
if the resolution was passed under subsection (2)(a) or (b), the governing board members must arrange for all the property of the transferor charity to be transferred in accordance with the resolution and on terms that any property so transferred —
must be held and applied by the charity to which it is transferred (called in this Act the transferee charity) for the purposes of that charity; but(ii)must, as property of the transferee charity, nevertheless be subject to any restrictions on expenditure to which it is subject as property of the transferor charity,and those governing board members must arrange for it to be so transferred by such date as may be specified in the notification; and
if the resolution was passed under subsection (2)(c) or (d), the governing instruments of the charity are deemed, as from such date as may be specified in the notification, to have been modified in accordance with the terms of the resolution.
(10)
For the purpose of enabling any property to be transferred to a charity under this section, the Commissioner has the power, at the request of the governing board members of that charity, to make orders vesting any property of the transferor charity —
in the governing board members of the firstmentioned charity or in any trustee for that charity; or
in any other person nominated by those governing board members to hold the property in trust for that charity.
(11)
The Minister may by order amend subsection (1)(a) by substituting a different sum for the sum for the time being specified in the order.
(12)
In this section, references to the transfer of property to a charity are references to its transfer —
to the governing board members;
to any trustee for the charity; or
to a person nominated by the governing board members to hold it in trust for the charity,as the governing board members may determine.[19