Singapore legislation
Section 18A
Section 18A
Appointment and removal of director, etc., of licensee
(1)
A licensee must not —
appoint or re‑appoint an individual as its chief executive officer, its director or the chairperson of its board of directors; or
remove its chief executive officer or the chairperson of its board of directors or any of its directors,unless the licensee has obtained the approval of the Authority to do so.
(2)
Where a licensee, in contravention of subsection (1), does any of the following without the approval of the Authority:
appoints or re‑appoints an individual as its chief executive officer, its director or the chairperson of its board of directors;
removes its chief executive officer or the chairperson of its board of directors or any of its directors,the Authority may issue a direction to the licensee to do either of the following, whichever being applicable, and the licensee must comply with the direction:
to remove that individual from his or her appointment as the chief executive officer or a director or the chairperson of the board of directors of the licensee, as the case may be;
to reinstate the individual as the chief executive officer or a director or the chairperson of the board of directors of the licensee, as the case may be.
(3)
Where at any time the Authority is satisfied that it is necessary or desirable to act for the purpose of the proper administration of the licensee’s business of operating a rapid transit system, the Authority may issue a direction to the licensee to appoint an individual as an additional director of the licensee, and the licensee must comply with the direction.
(4)
Before issuing any direction to any licensee under subsection (2) or (3), the Authority must give notice to the licensee —
informing the licensee of the proposed direction and setting out its effect; and
specifying the time within which representations or objections to the proposed direction may be made by the licensee in connection with the proposed direction,unless the Authority, in respect of any particular direction, considers that it is not practicable or desirable that the notice be given.
(5)
The Authority must consider any representations or objections which are duly made by the licensee in connection with a proposed direction following a notice under subsection (4).
(6)
This section has effect despite the provisions of any other written law and the provisions of the memorandum or articles of association, or other constitution, of the licensee, and nothing in section 152 of the Companies Act 1967 prevents the Authority from exercising any power under this section.
(7)
Nothing in subsections (2) to (6) is to be taken as depriving an individual who is removed under any of those provisions of compensation or damages payable to him or her in respect of the termination of his or her appointment as a chief executive officer, director or chairperson of the board of directors.
(8)
In this section —
Definition
“chief executive officer”, in relation to a licensee, means any individual (however described by name) who —
is in the direct employment of, or acting for or by arrangement with, the licensee; and
is principally responsible for the management and conduct of any type of business of the licensee in Singapore,and includes any individual for the time being performing all or any of the functions or duties of the chief executive officer;
Definition
“director” has the meaning given by section 4(1) of the Companies Act 1967.