Singapore legislation

Clause 27

of Securities and Futures (Amendment No. 2) Bill

Clause 27

New Division 3 of Part VII

The principal Act is amended by inserting, immediately after Division 2 of Part VII, the following Division:“Division 3 — Disclosure by Substantial UnitholdersDuty of substantial unitholders to notify securities exchange137A.—

(1)

In the case of a collective investment scheme that invests only in real estate and real estate-related assets specified by the Authority in the Code on Collective Investment Schemes all or any of which units are listed for quotation on a securities exchange, Division 4 of Part IV of the Companies Act (Cap. 50) (other than sections 79, 81, 86, 87, 88, 89 and 92) shall apply, with such modifications and qualifications as may be necessary, to a person who is a substantial unitholder as though —

(a)

references to the company to which notification should be given were references to the securities exchange;

(b)

references to shares in the company were references to units in the scheme;

(c)

references to substantial shareholding were references to substantial unitholding; and

(d)

references to a substantial shareholder were references to a substantial unitholder,and such person shall comply with those provisions accordingly.(2) Any person who fails to comply with subsection (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $25,000 and, in the case of a continuing offence, to a further fine of $2,500 for every day or part thereof during which the offence continues after conviction.Duty of substantial unitholders to notify trustee of collective investment scheme137B.—

(1)

In the case of a collective investment scheme that invests only in real estate and real estate-related assets specified by the Authority in the Code on Collective Investment Schemes all or any of which units are listed for quotation on a securities exchange, Division 4 of Part IV of the Companies Act (Cap. 50) (other than sections 79 and 81) shall apply, with such modifications and qualifications as may be necessary, to a person who is a substantial unitholder as though —

(a)

references to the company to which notification should be given were references to the trustee of the scheme;

(b)

references to shares in the company were references to units in the scheme;

(c)

references to substantial shareholding were references to substantial unitholding;

(d)

references to a substantial shareholder were references to a substantial unitholder; and

(e)

references to the Registrar were references to the Authority,and such person shall comply with those provisions accordingly.(2) If a person to whom subsection (1) applies fails to comply with any of the provisions of Division 4 of Part IV of the Companies Act (other than sections 79 and 81), he shall be guilty of an offence and shall be liable on conviction to the same penalties as are prescribed under that Act for a failure to comply with such provision.”.

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