Clause 42

Upon assuming control of the relevant business of a bank, the Authority or statutory manager, as the case may be, shall take custody or control of the relevant business.(2) During the period when the Authority or statutory manager is in control of the relevant business of a bank, the Authority or statutory manager shall manage the relevant business of the bank in the name of and on behalf of the bank and shall be deemed to be an agent of the bank.(3) In managing the relevant business of a bank, the Authority or statutory manager —

shall take into consideration the interests of the depositors of the bank; and

shall have all the duties, powers and functions of the members of the board of directors of the bank (collectively and individually) under this Act, the Companies Act (Cap. 50) and the constitution of the bank, including powers of delegation, in relation to the relevant business of the bank; but nothing in this paragraph shall require the Authority or statutory manager to call any meeting of the bank under the Companies Act (Cap. 50) or the constitution of the bank.(4) Notwithstanding any written law or rule of law, upon the assumption of control of the relevant business of a bank by the Authority or statutory manager —

where the bank is incorporated in Singapore, any appointment of a person as chief executive or director of the bank; or

where the bank is incorporated outside Singapore, any appointment of a person as chief executive of the bank, in so far as the appointment relates to the relevant business of the bank,which was in force immediately before the assumption of control, shall be deemed to be revoked unless the Authority gives its approval, by notice in writing to the person and the bank, for the person to remain in the appointment.(5) Notwithstanding any written law or rule of law, during the period when the Authority or statutory manager is in control of the relevant business of a bank, no person shall be appointed —

where the bank is incorporated in Singapore, as chief executive or director of the bank; or

where the bank is incorporated outside Singapore, as chief executive of the bank, in so far as the appointment relates to the relevant business of the bank,except with the approval of the Authority.(6) Where the Authority has given its approval under subsection (4) or (5) to a person to remain in the appointment of, or to be appointed as, chief executive or director of a bank, the Authority may at any time, by notice in writing to the person, revoke its approval and such appointment shall be deemed to be revoked on the date specified in the notice.(7) Notwithstanding any written law or rule of law, if any person whose appointment as chief executive or director of a bank is revoked under subsection (4) or (6) acts or purports to act after the revocation —

where the bank is incorporated in Singapore, as chief executive or director of the bank; or

where the bank is incorporated outside Singapore, as chief executive of the bank in relation to the relevant business of the bank,during the period when the Authority or statutory manager is in control of the relevant business of the bank —

the act or purported act of the person shall be invalid and of no effect; and

the person shall be guilty of an offence.(8) Notwithstanding any written law or rule of law, if any person who is appointed as chief executive or director of a bank in contravention of subsection (5) acts or purports to act —

where the bank is incorporated in Singapore, as chief executive or director of the bank; or

where the bank is incorporated outside Singapore, as chief executive of the bank in relation to the relevant business of the bank,during the period when the Authority or statutory manager is in control of the relevant business of the bank —

the act or purported act of the person shall be invalid and of no effect; and

the person shall be guilty of an offence.(9) During the period when the Authority or statutory manager is in control of the relevant business of a bank —

if there is any conflict or inconsistency between —

a direction or decision given by the Authority or statutory manager (including a direction or decision to a person or body of persons referred to in sub-paragraph (ii)); and

a direction or decision given by any chief executive, director, member, executive officer, employee, agent or office holder, or the board of directors, of the bank, or any trustee for the bank,the direction or decision referred to in sub-paragraph (i) shall, to the extent of the conflict or inconsistency, prevail over the direction or decision referred to in sub-paragraph (ii); and

no person shall exercise any voting or other right attached to any share in the bank in any manner that may defeat or interfere with any duty, function or power of the Authority or statutory manager, and any such act or purported act shall be invalid and of no effect.(10) Any person who is guilty of an offence under subsection (7) or (8) shall be liable on conviction to a fine not exceeding $125,000 or to imprisonment for a term not exceeding 3 years or to both and, in the case of a continuing offence, to a further fine not exceeding $12,500 for every day or part thereof during which the offence continues after conviction.(11) In this section, “constitution of the bank” means the memorandum of association and articles of association of the bank or other instrument under which the bank is incorporated.Duration of control51.—

The Authority shall cease to be in control of the relevant business of a bank when the Authority is satisfied that the reasons for its assumption of control of the relevant business have ceased to exist or that it is no longer necessary for the protection of the depositors of the bank.(2) A statutory manager shall be deemed to have assumed control of the relevant business of a bank on the date of his appointment as a statutory manager.(3) The appointment of a statutory manager in relation to the relevant business of a bank may be revoked by the Authority at any time —

if the Authority is satisfied that the reasons for the appointment have ceased to exist or that it is no longer necessary for the protection of the depositors of the bank; or

on any other ground,and upon such revocation, the statutory manager shall cease to be in control of the relevant business of the bank.(4) The Authority shall publish in the Gazette the date, and such other particulars as it thinks fit, of —

its assumption of control of the relevant business of a bank;

the cessation of its control of the relevant business of a bank;

the appointment of a statutory manager in relation to the relevant business of a bank; and

the revocation of a statutory manager’s appointment in relation to the relevant business of a bank.Responsibilities of officers, member, etc., of bank52.—

During the period when the Authority or statutory manager is in control of the relevant business of a bank —

the High Court may, on an application of the Authority or statutory manager, direct any person who has ceased to be or who is still a chief executive, director, member, executive officer, employee, agent, banker, auditor or office-holder of, or trustee for, the bank to pay, deliver, convey, surrender or transfer to the Authority or statutory manager, within such period as the High Court may specify, any property or book of the bank which is comprised in, forms part of or relates to the relevant business of the bank, and which is in his possession or control; and

any person who has ceased to be or who is still a chief executive, director, member, executive officer, employee, agent, banker, auditor or office-holder of, or trustee for, the bank shall give to the Authority or statutory manager such information as the Authority or statutory manager may require for the discharge of its or his duties or functions, or the exercise of its or his powers, in relation to the bank, within such time and in such manner as may be specified by the Authority or statutory manager.(2) Any person who —

without reasonable excuse, fails to comply with subsection (1)(b); or

in purported compliance with subsection (1)(b), knowingly or recklessly furnishes any information or document that is false or misleading in a material particular,shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $125,000 or to imprisonment for a term not exceeding 3 years or to both and, in the case of a continuing offence, to a further fine not exceeding $12,500 for every day or part thereof during which the offence continues after conviction.Remuneration and expenses of Authority and others in certain cases

to a statutory adviser or statutory manager appointed in relation to the bank, whether or not the appointment has been revoked; and

where the Authority has assumed control of the relevant business of the bank, to the Authority and any person employed or authorised by the Authority under section 3 in relation to its assumption of control of the relevant business, whether or not the Authority has ceased to be in control of the relevant business.”.