Singapore legislation
Section 236F
Section 236F
Civil penalty when partnership or limited liability partnership fails to prevent or detect contravention by partner, etc.
(1)
A partnership or limited liability partnership which fails to prevent or detect a contravention of any provision in this Part committed by a partner or employee of the partnership or a partner, manager or employee of the limited liability partnership, as the case may be (called in this section the contravening person), which contravention is —
committed for the benefit of the partnership or limited liability partnership; and
attributable to the negligence of the partnership or limited liability partnership,commits a contravention and shall be liable to an order for a civil penalty under this section.
(2)
Where it appears to the Authority that a partnership or limited liability partnership has committed a contravention under subsection (1), the Authority may, with the consent of the Public Prosecutor, bring an action in a court against the partnership or limited liability partnership to seek an order for a civil penalty.
(3)
If the court is satisfied on a balance of probabilities that the partnership or limited liability partnership has committed a contravention under subsection (1), the court may make an order against the partnership or limited liability partnership for the payment of a civil penalty of a sum not less than $50,000 but not exceeding the greater of the following:
3 times —
the amount of the profit that the partnership or limited liability partnership gained as a result of the contravention by the contravening person; or
the amount of the loss that the partnership or limited liability partnership avoided as a result of the contravention by the contravening person;
$2 million.
(4)
[Deleted by Act 4 of 2017]
(5)
Sections 232(4) to (7) and 233 apply in relation to an action brought against a partnership or limited liability partnership under subsection (2) as they apply in relation to an action under section 232.
(6)
Any defence that would be available to the contravening person if the contravening person were prosecuted for the contravening person’s contravention is also available to the partnership or limited liability partnership in an action under subsection (2) in respect of its failure to prevent or detect that contravention.
(7)
For the purposes of subsection (1), in determining whether a contravention is attributable to the negligence of a partnership or limited liability partnership, the court is to take into account the following matters:
whether the partnership or limited liability partnership has established adequate policies and procedures for the purposes of preventing and detecting market misconduct;
whether the partnership or limited liability partnership has consistently enforced compliance with its policies and procedures referred to in paragraph (a);
such other factors as the court may consider relevant.