Singapore legislation

Section 123ZA

of Securities and Futures Act 2001

Section 123ZA

Objection to control of authorised benchmark administrator

Amended by4/20174/20174/20174/20174/2017

(1)

The Authority may serve a written notice of objection on —

(a)

any person required to obtain the Authority’s approval or who has obtained the approval under section 123Z; or

(b)

any person who, whether before, on or after 8 October 2018, either alone or together with any connected person, holds, directly or indirectly, 20% or more of the issued share capital of the authorised benchmark administrator or controls, directly or indirectly, 20% or more of the voting power in the authorised benchmark administrator,if the Authority is satisfied that —

(c)

any condition of approval imposed on the person under section 123Z(4) has not been complied with;

(d)

the person is not or ceases to be a fit and proper person to have effective control of the authorised benchmark administrator;

(e)

having regard to the likely influence of the person, the authorised benchmark administrator is not able to or is no longer likely to conduct the activity of administering a designated benchmark prudently or to comply with the provisions of this Act or any direction made thereunder;

(f)

the person does not or ceases to satisfy such criteria as may be prescribed by regulations made under section 123ZZA;

(g)

the person has provided false or misleading information or documents in connection with an application under section 123Z; or

(h)

the Authority would not have granted its approval under section 123Z had it been aware, at that time, of circumstances relevant to the person’s application for such approval.

Amended by4/2017

(2)

The Authority must not serve a notice of objection on any person without giving the person an opportunity to be heard, except in the following circumstances:

(a)

the person is in the course of being wound up or otherwise dissolved or, in the case of an individual, is an undischarged bankrupt whether in Singapore or elsewhere;

(b)

a receiver, a receiver and manager, a judicial manager or an equivalent person has been appointed, whether in Singapore or elsewhere, in relation to or in respect of any property of the person;

(c)

a prohibition order under section 123ZZC has been made by the Authority, and remains in force, against the person;

(d)

the person has been convicted, whether in Singapore or elsewhere, of any offence involving fraud or dishonesty or the conviction for which involved a finding that the person had acted fraudulently or dishonestly.

Amended by4/2017

(3)

The Authority must, in any written notice of objection, specify a reasonable period within which the person to be served the written notice of objection must —

(a)

take such steps as are necessary to ensure that the person ceases to be a party to the arrangement described in section 123Z(2), ceases to hold 20% or more of the issued share capital of the authorised benchmark administrator in the manner described in subsection (1)(b), or ceases to control 20% or more of the voting power in the authorised benchmark administrator in the manner described in subsection (1)(b); or

(b)

comply with such other requirements as the Authority may specify in written directions.

Amended by4/2017

(4)

Any person served with a notice of objection under this section must comply with the notice.

Amended by4/2017

(5)

Any person who contravenes subsection (4) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $150,000 or to imprisonment for a term not exceeding 3 years or to both.

Amended by4/2017