Singapore legislation
Section 109
Section 109
Other provisions concerning auditors
(1)
Subject to section 5 and subsection (2), section 206 of the Companies Act 1967 applies in relation to a VCC as it applies in relation to a company or public company.
(2)
For the purposes of subsection (1), the reference in section 206(1)(b) of the Companies Act 1967 to treasury shares is to shares held by a subsidiary of a VCC under section 22(6) or (11), if any.
(3)
Sections 207, 208 and 208A of the Companies Act 1967 apply in relation to an auditor of a VCC as they apply in relation to an auditor of a company, subject to section 5, subsection (4) and the following modifications:
a reference in section 207 of the Companies Act 1967 to a company’s accounting and other records is, in the case of an umbrella VCC, to the accounting and other records of the VCC and each of its sub‑funds;
a reference in section 207 of the Companies Act 1967 to the Accounting Standards is to Accounting Standards as defined in section 2(1);
a reference in sections 207, 208 and 208A of the Companies Act 1967 to that Act or a provision of that Act is to this Act or a provision of this Act (including a provision of the Companies Act 1967 applied by this Act);
the reference in section 207(1A) of the Companies Act 1967 to section 203(1) of that Act is to section 105(1) and (2);
the reference in section 207(1A) of the Companies Act 1967 to Part 6 of the Companies Act 1967 is to this Part;
the reference in section 207(2)(aa) of the Companies Act 1967 to section 201 of that Act is to section 100;
in addition to the matters mentioned in section 207(2) of the Companies Act 1967, an auditor must, in a report under section 207 of that Act as applied by this subsection, state, in the case of an umbrella VCC —
whether the financial statements and the consolidated financial statements (if applicable), in the auditor’s opinion, comply with section 100(2) and (4), respectively; and
if the auditor is not satisfied as to the matter in sub‑paragraph (i), the auditor’s reasons for not being so satisfied;
the reference in section 207(3)(b) of the Companies Act 1967 to section 199(1) of that Act is to section 199(1) of that Act as applied by section 99(1), and section 99(2)(a);
the reference in section 207(5) of the Companies Act 1967 to a related company is to a company that is a related corporation of the VCC;
the reference in section 207(9A) of the Companies Act 1967 to a public company is to the VCC;
the reference in section 207(9A) of the Companies Act 1967 to officers of a company is to the officers and manager of the VCC;
the reference in section 207(9A) of the Companies Act 1967 to employees of a company is to employees of the VCC and persons engaged by the VCC to provide any fund administration service;
the reference in section 208A of the Companies Act 1967 to section 76A(13) of that Act is omitted.
(4)
The following provision applies in place of section 207(11) of the Companies Act 1967 (which excludes certain registers to which an auditor of a company may have access):“The reference to registers in subsections (5), (6) and (10) does not include any register kept by the VCC, by a subsidiary corporation of a parent company, or by a corporation, pursuant to a direction under Part 7, or a requirement under Part 11A of the Companies Act 1967.”.
(5)
Section 209 of the Companies Act 1967 applies in relation to an auditor of a borrowing VCC as it applies in relation to an auditor of a borrowing corporation within the meaning of that Act, except that a reference to that Act is to this Act.