Singapore legislation
Clause 20
Clause 20
Control of substantial shareholdings of designated financial holding company without bank subsidiary
(1)
No person shall become a substantial shareholder of a designated financial holding company without bank subsidiary without first obtaining the approval of the Authority.
(2)
Subject to section 22(5), a person (other than an excepted person) who is a substantial shareholder of a financial holding company without bank subsidiary immediately before the designation date shall cease to be a substantial shareholder before the expiry of the later of the following dates unless he has applied in writing to the Authority for approval before such date:
6 months after the designation date; or
such longer period as the Authority may, in any particular case, allow.
(3)
No person shall enter into any agreement or arrangement, whether oral or in writing and whether express or implied, to act together with any person with respect to the acquisition or holding of, or the exercise of rights in relation to, their interest in voting shares of an aggregate of 5% or more of the total votes attached to all voting shares in a designated financial holding company without bank subsidiary, without first obtaining the approval of the Authority.
(4)
No person shall enter into any agreement or arrangement, whether oral or in writing and whether express or implied, to act together with any person with respect to the disposal of their interest in voting shares of an aggregate of 5% or more of the total votes attached to all voting shares in a designated financial holding company without bank subsidiary, without first notifying the Authority.
(5)
Subject to section 22(5), a person (other than an excepted person) who has entered into any agreement or arrangement referred to in subsection (3) at any time before the designation date shall cease to be a party to such an agreement or arrangement before the later of the following dates unless he has applied in writing to the Authority for approval before such date:
6 months after the designation date; or
such longer period as the Authority may, in any particular case, allow.
(6)
For the purposes of this section —
a person has an interest in any share if —
he is deemed to have an interest in that share under section 7 of the Companies Act (Cap. 50); or
he otherwise has a legal or an equitable interest in that share except for such interest as is to be disregarded under section 7 of the Companies Act;
an “excepted person”, in relation to subsection (2), means a person who —
is a substantial shareholder of a licensed insurer incorporated in Singapore which is a subsidiary of the relevant designated financial holding company; and (ii)had obtained approval, or is deemed to have obtained approval, to become such a substantial shareholder under section 29(1) of the Insurance Act (Cap. 142) and which approval has not been revoked; and
an “excepted person”, in relation to subsection (5), means a person who —
has an agreement or arrangement, whether oral or in writing and whether express or implied, to act together with any person with respect to the acquisition or holding of, or the exercise of rights in relation to, their interest in voting shares of an aggregate of 5% or more of the total votes attached to all voting shares in a licensed insurer incorporated in Singapore which is a subsidiary of the relevant designated financial holding company; and (ii)had obtained the approval for such agreement or arrangement under section 29(2) of the Insurance Act and which approval has not been revoked.
(7)
For the purposes of subsection (6)(a), any reference to “corporation” in section 7 of the Companies Act shall be construed as if it did not exclude a co-operative society.