Singapore legislation

Clause 24

Approval of applications for substantial shareholding

(1)

The Authority may grant its approval referred to in section 23(1) or (2) subject to such conditions or restrictions as the Authority may think fit.

(2)

Without prejudice to subsection (1), the Authority may, for the purposes of securing compliance with section 23(1) or (2) or any condition or restriction imposed under subsection (1), by notice in writing, direct the transfer or disposal of all or any of the shares of an operator of a designated payment system in which the substantial shareholder has an interest.

(3)

Until a person to whom a direction is issued under subsection (2) 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 operator of the designated payment system —

(a)

no voting rights shall be exercisable in respect of the shares which are the subject of the direction;

(b)

the operator of the designated payment system 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

(c)

except in a liquidation of the operator of the designated payment system, the operator of the designated payment system shall not make any payment (whether by way of cash dividend, dividend in kind, or otherwise) in respect of the shares which are the subject of the direction.

(4)

Any offer or issue of shares by an operator of a designated payment system in contravention of subsection (3)(b) shall be deemed to be null and void, and a person to whom a direction has been issued under subsection (2) shall immediately return those shares to the operator of the designated payment system, upon which the operator of the designated payment system shall return to the person any payment received from him in respect of those shares.

(5)

Any payment made by an operator of a designated payment system in contravention of subsection (3)(c) shall be deemed to be null and void, and a person to whom a direction has been issued under subsection (2) shall immediately return the payment he has received to the operator of the designated payment system.

(6)

The Authority may exempt —

(a)

any person or class of persons; or

(b)

any class or description of shares or interests in shares,from section 23(1) or (2), subject to such conditions or restrictions as may be imposed by the Authority.

Read in full context — Payment Systems (Oversight) Bill →