Singapore legislation

Section 81SF

of Securities and Futures Act 2001

Section 81SF

Interpretation of this Part

Amended by36/201440/20191/2020

In this Part, unless the context otherwise requires —“account holder” means a person who has an account directly with the Depository and not through a depository agent;“bare trustee” means a trustee who has no beneficial interest in the subject matter of the trust;“book‑entry securities”, in relation to the Depository, means securities —

(a)

the documents evidencing title to which are deposited by a depositor with the Depository and are registered in the name of the Depository or its nominee; and

(b)

which are transferable by way of book‑entry in the Depository Register and not by way of an instrument of transfer;“Central Depository System” means the Central Depository System referred to in section 81SH(1);“constitution” means —

(a)

the constitution;

(b)

the memorandum of association, the articles of association, or both; or

(c)

any other constitutive document,of a corporation;“Court” means the General Division of the High Court;“debenture” has the meaning given by section 4(1) of the Companies Act 1967;“depositor” means an account holder or a depository agent but does not include a sub‑account holder;“Depository” means The Central Depository (Pte) Limited or any other corporation approved by the Authority as a depository company or corporation for the purposes of this Act, which operates the Central Depository System for the holding and transfer of book‑entry securities;“depository agent” means a member of the SGX‑ST, a trust company (licensed under the Trust Companies Act 2005), a bank licensed under the Banking Act 1970, any merchant bank licensed under the Banking Act 1970 or any other person or body approved by the Depository who or which —

(a)

performs services as a depository agent for sub‑account holders in accordance with the terms of a depository agent agreement entered into between the Depository and the depository agent;

(b)

deposits book‑entry securities with the Depository on behalf of the sub‑account holders; and

(c)

establishes an account in its name with the Depository;“Depository Register” means a register maintained by the Depository in respect of book‑entry securities;“depository rules” means the rules made by the Depository in relation to the operation of the Central Depository System and includes the Central Depository Rules and Procedures made by the Depository pursuant to its constitution (as the same may be amended from time to time) and any rule made by the Depository with regard to payment of fees to the Depository;“derivative instruments”, in relation to debentures, stocks and shares, includes warrants, transferable subscription rights, options to subscribe for stocks or shares, convertibles, depository receipts and such other instruments as the Authority may prescribe by regulations for the purposes of the definition;“documents evidencing title” means —

(a)

in the case of stocks, shares, debentures or any derivative instruments related thereto of a company or debentures or any derivative instruments related thereto of the Government — the stock certificates, share certificates, debenture certificates or certificates representing the derivative instrument, as the case may be; and

(b)

in the case of stocks, shares, debentures or any derivative instruments related thereto of a foreign company or debentures or any derivative instruments related thereto of a foreign government or of an international body, or any other securities — such documents or other evidence of title thereto, as the Depository may require;“instrument” includes a deed or any other instrument in writing;“international body” means the Asian Development Bank, the International Bank for Reconstruction and Development, the International Monetary Fund, the European Bank for Reconstruction and Development and such other international bodies as the Authority may prescribe by regulations;“securities” has the meaning given by section 2(1), but includes derivative instruments;“SGX‑ST” means the Singapore Exchange Securities Trading Limited;“sub‑account holder” means a holder of an account maintained with a depository agent.

Definition

“account holder” means a person who has an account directly with the Depository and not through a depository agent;

Definition

“bare trustee” means a trustee who has no beneficial interest in the subject matter of the trust;

Definition

“book‑entry securities”, in relation to the Depository, means securities —

(a)

the documents evidencing title to which are deposited by a depositor with the Depository and are registered in the name of the Depository or its nominee; and

(b)

which are transferable by way of book‑entry in the Depository Register and not by way of an instrument of transfer;

Definition

“Central Depository System” means the Central Depository System referred to in section 81SH(1);

Definition

“constitution” means —

(a)

the constitution;

(b)

the memorandum of association, the articles of association, or both; or

(c)

any other constitutive document,of a corporation;

Definition

“Court” means the General Division of the High Court;

Definition

“debenture” has the meaning given by section 4(1) of the Companies Act 1967;

Definition

“depositor” means an account holder or a depository agent but does not include a sub‑account holder;

Definition

“Depository” means The Central Depository (Pte) Limited or any other corporation approved by the Authority as a depository company or corporation for the purposes of this Act, which operates the Central Depository System for the holding and transfer of book‑entry securities;

Definition

“depository agent” means a member of the SGX‑ST, a trust company (licensed under the Trust Companies Act 2005), a bank licensed under the Banking Act 1970, any merchant bank licensed under the Banking Act 1970 or any other person or body approved by the Depository who or which —

(a)

performs services as a depository agent for sub‑account holders in accordance with the terms of a depository agent agreement entered into between the Depository and the depository agent;

(b)

deposits book‑entry securities with the Depository on behalf of the sub‑account holders; and

(c)

establishes an account in its name with the Depository;

Definition

“Depository Register” means a register maintained by the Depository in respect of book‑entry securities;

Definition

“depository rules” means the rules made by the Depository in relation to the operation of the Central Depository System and includes the Central Depository Rules and Procedures made by the Depository pursuant to its constitution (as the same may be amended from time to time) and any rule made by the Depository with regard to payment of fees to the Depository;

Definition

“derivative instruments”, in relation to debentures, stocks and shares, includes warrants, transferable subscription rights, options to subscribe for stocks or shares, convertibles, depository receipts and such other instruments as the Authority may prescribe by regulations for the purposes of the definition;

Definition

“documents evidencing title” means —

(a)

in the case of stocks, shares, debentures or any derivative instruments related thereto of a company or debentures or any derivative instruments related thereto of the Government — the stock certificates, share certificates, debenture certificates or certificates representing the derivative instrument, as the case may be; and

(b)

in the case of stocks, shares, debentures or any derivative instruments related thereto of a foreign company or debentures or any derivative instruments related thereto of a foreign government or of an international body, or any other securities — such documents or other evidence of title thereto, as the Depository may require;

Definition

“instrument” includes a deed or any other instrument in writing;

Definition

“international body” means the Asian Development Bank, the International Bank for Reconstruction and Development, the International Monetary Fund, the European Bank for Reconstruction and Development and such other international bodies as the Authority may prescribe by regulations;

Definition

“securities” has the meaning given by section 2(1), but includes derivative instruments;

Definition

“SGX‑ST” means the Singapore Exchange Securities Trading Limited;

Definition

“sub‑account holder” means a holder of an account maintained with a depository agent.

Amended by36/201440/20191/2020