Singapore legislation
Section 9
Section 9
Power of Authority to approve exchanges and recognise market operators
(1)
Where a Singapore corporation makes an application under section 8(1), the Authority may —
in the case of an application to be approved as an approved exchange, approve the Singapore corporation as an approved exchange; or
in the case of an application to be recognised as a recognised market operator, recognise the Singapore corporation as a recognised market operator.
(2)
Where a foreign corporation makes an application under section 8(2), the Authority may recognise the foreign corporation as a recognised market operator.
(3)
Despite subsection (1), the Authority may, with the consent of the applicant —
treat an application under section 8(1)(a) as an application under section 8(1)(b) if the Authority is of the opinion that the applicant would be more appropriately regulated as a recognised market operator; or
treat an application under section 8(1)(b) as an application under section 8(1)(a) if the Authority is of the opinion that the applicant would be more appropriately regulated as an approved exchange.
(4)
The Authority may approve a Singapore corporation as an approved exchange under subsection (1)(a), recognise a Singapore corporation as a recognised market operator under subsection (1)(b), or recognise a foreign corporation as a recognised market operator under subsection (2), subject to such conditions or restrictions of a general or specific nature as the Authority may impose by written notice, including conditions or restrictions relating to —
the activities that the corporation may undertake;
the products that may be traded on any organised market established or operated by the corporation;
the nature of the investors or participants who may use, invest in, or participate in any product traded on any organised market established or operated by the corporation; and
the financial requirements to be imposed on the corporation.
(5)
The Authority may, at any time, by written notice to the corporation, vary any condition or restriction or impose further conditions or restrictions.
(6)
An approved exchange or a recognised market operator must, for the duration of the approval or recognition, satisfy every condition or restriction that may be imposed on it under subsections (4) and (5).
(7)
The Authority must not approve an applicant as an approved exchange, or recognise an applicant as a recognised market operator, unless the applicant meets such requirements, including minimum financial requirements, as the Authority may prescribe by regulations made under section 44, either generally or specifically.
(8)
The Authority may refuse to approve a Singapore corporation as an approved exchange, or recognise a Singapore corporation or foreign corporation (as the case may be) as a recognised market operator, if —
the corporation has not provided the Authority with such information as the Authority may require, relating to —
the corporation or any person employed by or associated with the corporation for the purposes of the corporation’s business; or
any circumstances likely to affect the corporation’s manner of conducting business or operations;
any information or document provided by the corporation to the Authority is false or misleading;
the corporation or a substantial shareholder of the corporation is in the course of being wound up or otherwise dissolved, whether in Singapore or elsewhere;
execution against the corporation or a substantial shareholder of the corporation in respect of a judgment debt has been returned unsatisfied in whole or in part;
a receiver, a receiver and manager, a judicial manager or a person in an equivalent capacity has been appointed, whether in Singapore or elsewhere, in relation to, or in respect of, any property of the corporation or a substantial shareholder of the corporation;
the corporation or a substantial shareholder of the corporation has, whether in Singapore or elsewhere, entered into a compromise or scheme of arrangement with the creditors of the corporation or shareholder (as the case may be) being a compromise or scheme of arrangement that is still in operation;
the corporation, a substantial shareholder of the corporation or any officer of the corporation —
has been convicted, whether in Singapore or elsewhere, of an offence committed before, on or after 8 October 2018, involving fraud or dishonesty or the conviction for which involved a finding that the corporation, shareholder or officer (as the case may be) had acted fraudulently or dishonestly; or
has been convicted of an offence under this Act committed before, on or after 8 October 2018;
the Authority is not satisfied as to the educational or other qualifications or experience of the officers or employees of the corporation, having regard to the nature of the duties they are to perform in connection with the establishment or operation of any organised market;
the corporation fails to satisfy the Authority that the corporation is a fit and proper person or that all of its officers, employees and substantial shareholders are fit and proper persons;
the Authority has reason to believe that the corporation may not be able to act in the best interests of investors or its members, participants or customers, having regard to the reputation, character, financial integrity and reliability of the corporation or its officers, employees or substantial shareholders;
the Authority is not satisfied as to —
the financial standing of the corporation or any of its substantial shareholders; or
the manner in which the business of the corporation is to be conducted;
the Authority is not satisfied as to the record of past performance or expertise of the corporation, having regard to the nature of the business or operations which the corporation may carry on or conduct in connection with the establishment or operation of any organised market;
there are other circumstances that are likely to —
lead to the improper conduct of business or operations by the corporation or any of its officers, employees or substantial shareholders; or
reflect discredit on the manner of conducting the business or operations of the corporation or any of its substantial shareholders;
in the case of any organised market that the corporation operates, the Authority has reason to believe that the corporation, or any of its officers or employees, will not operate a fair, orderly and transparent organised market;
the corporation does not satisfy the criteria prescribed under section 10 to be approved as an approved exchange or recognised as a recognised market operator, as the case may be; or
the Authority is of the opinion that it would be contrary to the interests of the public to approve or recognise the corporation.
(9)
Subject to subsection (10), the Authority must not refuse to approve a Singapore corporation as an approved exchange, or recognise a Singapore corporation or foreign corporation (as the case may be) as a recognised market operator, under subsection (8), without giving the corporation an opportunity to be heard.
(10)
The Authority may refuse to approve a Singapore corporation as an approved exchange, or recognise a Singapore corporation or foreign corporation (as the case may be) as a recognised market operator, on any of the following grounds without giving the corporation an opportunity to be heard:
the corporation is in the course of being wound up or otherwise dissolved, whether in Singapore or elsewhere;
a receiver, a receiver and manager or a person in an equivalent capacity has been appointed, whether in Singapore or elsewhere, in relation to, or in respect of, any property of the corporation;
the corporation has been convicted, whether in Singapore or elsewhere, of an offence committed before, on or after 8 October 2018, involving fraud or dishonesty or the conviction for which involved a finding that it had acted fraudulently or dishonestly.
(11)
The Authority must give notice in the Gazette of any corporation approved as an approved exchange under subsection (1)(a) or recognised as a recognised market operator under subsection (1)(b) or (2), and such notice may include all or any of the conditions and restrictions imposed by the Authority on the corporation under subsections (4) and (5).
(12)
Any applicant who is aggrieved by a refusal of the Authority to approve the applicant under subsection (1)(a) or a refusal of the Authority to recognise the applicant under subsection (1)(b) or (2) may, within 30 days after the applicant is notified of the refusal, appeal to the Minister whose decision is final.
(13)
Any approved exchange or recognised market operator which contravenes subsection (6) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $150,000 and, in the case of a continuing offence, to a further fine not exceeding $15,000 for every day or part of a day during which the offence continues after conviction.