Singapore legislation
Clause 28
Clause 28
Repeal and re-enactment of Division 3 of Part 9
Division 3 of Part 9 of the principal Act is repealed and the following Division substituted therefor:“Division 3 — Annual return and financial yearAnnual returns and information74.—
The trustee‑manager of a registered business trust must lodge with the Authority, a return in such form, containing such statements, information and particulars, and accompanied by such documents, as may be prescribed by the Authority after the annual general meeting of the unitholders of the registered business trust —
in the case of a listed registered business trust, within 5 months after the end of the registered business trust’s financial year; and
in any other case, within 7 months after the end of the registered business trust’s financial year.(2) The Authority may, if the Authority thinks there are special reasons to do so, extend any period within which a trustee‑manager of a registered business trust must lodge a return under subsection (1) —
on an application by the trustee‑manager; or
in respect of any prescribed class of registered business trusts.(3) Any trustee‑manager of a registered business trust which contravenes subsection (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $50,000 and, in the case of a continuing offence, to a further fine not exceeding $5,000 for every day or part of a day during which the offence continues after conviction.Financial year of registered business trust74A.—
Where a registered business trust is registered on or after the appointed day —
the registered business trust’s first financial year starts on the date the registered business trust was constituted and, subject to subsection (5), ends on the last day of the registered business trust’s first financial year as indicated in the application lodged with the Authority in accordance with section 3; and
each of the registered business trust’s subsequent financial years starts immediately after the end of the previous financial year and ends on the last day of a period of 12 months (or any other regular interval that the Authority may allow).(2) Subject to subsection (3), where a registered business trust is registered on or after the appointed day, its first financial year must not be longer than 18 months unless the Authority on the application of the trustee‑manager of the registered business trust otherwise approves.(3) Subsection (2) does not apply to a registered business trust that is registered after the last day of the business trust’s first financial year as indicated in the application lodged with the Authority in accordance with section 3.(4) Where a registered business trust was registered before the appointed day —
the last day of the financial year for the registered business trust’s first financial year ending on or after the appointed day is —
where the trustee‑manager of the registered business trust had, before the appointed day, lodged an annual return, or lodged a notification with the Authority informing the Authority of the end of the registered business trust’s financial year — the anniversary of the last day of the financial year as indicated in the last annual return or last such notification with the Authority; or
where the trustee‑manager of the registered business trust had not, before the appointed day, lodged an annual return, or lodged a notification with the Authority informing the Authority of the end of the registered business trust’s financial year — the anniversary of the last day of the first financial year as indicated in the registered business trust’s trust deed or, if the trust deed does not specify such date, the anniversary of the date on which the registered business trust was constituted; and
each of the registered business trust’s subsequent financial years starts immediately after the end of the previous financial year and ends on the last day of a period of 12 months (or any other regular interval that the Authority may allow).(5) Despite subsections (1) and (4), but subject to subsections (6) and (7), the trustee‑manager of a registered business trust may by notice lodged with the Authority in the prescribed form specify a new date as the last day of the registered business trust’s financial year to apply to its previous or current financial year.(6) The Authority’s approval must be obtained if the notice mentioned in subsection (5) —
results in a financial year being longer than 18 months; or
is lodged less than 5 years after the end of an earlier financial year that ended on a date on or after the appointed day, if the end of that earlier financial year was changed under this section.(7) The notice under subsection (5) must not specify a new date as the last day of the registered business trust’s financial year —
after the expiry of the period under section 53 within which an annual general meeting of the registered business trust must be held after that financial year;
after the expiry of the period under section 74 within which an annual return of the registered business trust must be lodged with the Authority after that financial year; or
after the expiry of the period under section 78 within which a copy of the financial statements, and documents mentioned in section 78(1) are required to be sent to all persons entitled to receive notice of general meetings of the unitholders of the registered business trust.(8) For the purposes of —
subsection (4)(a)(i), where the last day of the financial year of a registered business trust as indicated in the last annual return or in the last notification with the Authority informing the Authority of the last day of the registered business trust’s financial year falls on 29 February, the anniversary of that date in a year that is not a leap year is to be taken as 28 February; and
subsection (4)(a)(ii) —
where the last day of the first financial year as indicated in the registered business trust’s trust deed falls on 29 February, the anniversary of that date in a year that is not a leap year is to be taken as 28 February; and
where the date on which a registered business trust was constituted falls on 29 February, the anniversary of that date in a year that is not a leap year is to be taken as 28 February.(9) In this section, “appointed day” means the date of commencement of section 28 of the Business Trusts (Amendment) Act 2022.”.