Singapore legislation
Clause 15
Clause 15
Amendment of section 34
Section 34 of the principal Act is amended —
by deleting the words “subsection (5)” in subsection (3) and substituting the words “subsection (7)”; and
by deleting subsections (4) and (5) and substituting the following subsections:“(4) Until the person to whom a direction is issued under subsection (3) transfers or disposes of the shares which are the subject of the direction, and notwithstanding anything to the contrary in the Companies Act (Cap. 50) or the memorandum or articles of association of the exchange holding company —
no voting rights shall be exercisable in respect of the shares which are the subject of the direction;
the exchange holding company shall not offer or issue any shares (whether by way of rights, bonus, share dividend or otherwise) in respect of the shares which are the subject of the direction; and
except in a liquidation of the exchange holding company, the exchange holding company shall not make any payment (whether by way of cash dividend or dividend in kind or otherwise) in respect of the shares which are the subject of the direction.(5) Any issue of shares by the exchange holding company in contravention of subsection (4)(b) shall be deemed to be null and void and the person to whom a direction has been issued under subsection (3) shall immediately return those shares to the exchange holding company, upon which the exchange holding company shall return to the person any payment received from him in respect of those shares.(6) Any payment made by the exchange holding company in contravention of subsection (4)(c) shall be deemed to be null and void and the person to whom a direction has been issued under subsection (3) shall immediately return the payment he has received to the exchange holding company.(7) Any person who contravenes subsection (1) or any condition or restriction imposed by the Authority under subsection (2) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part thereof during which the offence continues after conviction.(8) Any person who contravenes subsection (4)(b) or (c), (5) or (6) or any direction issued by the Authority under subsection (3) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $100,000 and, in the case of a continuing offence, to a further fine not exceeding $10,000 for every day or part thereof during which the offence continues after conviction.(9) For the avoidance of doubt, a direction issued under subsection (3) shall be deemed not to be subsidiary legislation.”.