Clause 7

legal or equitable interest in real or personal property;

chose in action;

security;

money;

intellectual property;

infrastructure, plant and equipment;

records and information (including data) in any form; and

right;“Commission” or “Singapore Accountancy Commission” means the Singapore Accountancy Commission established under the Singapore Accountancy Commission Act 2013;“liability”, in relation to the transferor, means any liability, duty or obligation (whether actual or contingent, liquidated or unliquidated, and whether owed alone or jointly, or jointly and severally, with any other person) of the transferor on the eve of the transfer date;“records”, in relation to the transferor, means registers, papers, documents, minutes, receipts, books of account and other records, however compiled, recorded or stored, of the transferor existing on the eve of the transfer date;“right”, in relation to the transferor, means any right, power, privilege or immunity of the transferor on the eve of the transfer date;“transfer date” means a date specified by the Minister by order in the Gazette for the purposes of this Part;“transferor” means the Singapore Accountancy Commission;“transferring employee” means any individual who, on the eve of the transfer date, is an employee of the transferor.Transfer of undertakings to Authority25B.—

On the transfer date, all assets and liabilities of the transferor are transferred to the Authority.(2) When any assets or liabilities are transferred under subsection (1), the following provisions have effect:

the assets of the transferor that are the subject of the transfer vest in the Authority by virtue of this section and without the need for any further conveyance, transfer, assignment or assurance;

the liabilities of the transferor that are the subject of the transfer become by virtue of this section the liabilities of the Authority;

all legal or other proceedings relating to those assets or liabilities that are started before the transfer date by or against the transferor or a predecessor of the transferor and pending immediately before that date are taken to be proceedings pending by or against the Authority;

any legal or other proceedings relating to those assets or liabilities which could have been started immediately before the transfer date by or against the transferor or a predecessor of the transferor may be started by or against the Authority;

a judgment or an order of a court or other tribunal obtained before the transfer date by or against the transferor or a predecessor of the transferor relating to those assets or liabilities may be enforced by or against the Authority;

any document relating to legal or other proceedings relating to those assets or liabilities that has been served on or by the transferor or a predecessor of the transferor before the transfer date is taken, where appropriate, to have been served on or by the Authority;

any act, matter or thing done or omitted to be done before the transfer date in relation to those assets or liabilities by, to or in respect of the transferor or a predecessor of the transferor is (to the extent to which that act, matter or thing has any force or effect) taken to have been done or omitted to have been done by, to or in respect of the Authority;

a reference in any written law, in any instrument made under any Act, in any contract, agreement, arrangement or undertaking, or in any document of any kind to the transferor or a predecessor of the transferor, to the extent to which the reference relates to those assets or liabilities, is taken to be, or includes, a reference to the Authority.(3) The operation of this section does not —

constitute a breach of, or default under, an Act or other law, or otherwise a civil wrong or criminal wrong;

constitute a breach of duty of confidence (whether arising by contract, in equity, by custom or in any other way);

constitute a breach of any contractual provision prohibiting, restricting or regulating the assignment or transfer of assets or liabilities or the disclosure of any information;

terminate an agreement or obligation, or fulfil any condition that allows a person to terminate any agreement or obligation, or give rise to any right or remedy in respect of any agreement or obligation;

cause any contract or other instrument to be void or otherwise unenforceable;

frustrate any contract;

release a surety or other obligor or obligee wholly or in part from an obligation; or

constitute an event of breach of, or default under, any contract or other instrument.(4) No attornment to the Authority by a lessee from the transferor is required for the purpose of this section.Transferring employees to Authority25C.—

On the transfer date, every transferring employee —

stops being an employee of the transferor; and

is each transferred to the service, and becomes an employee, of the Authority on terms no less favourable than those enjoyed by the employee on the eve of the transfer date.(2) The transfer of a transferring employee to the Authority —

does not interrupt continuity of service;

does not constitute a retrenchment or redundancy; and

does not entitle any employee so transferred to any payment or other benefit merely because he or she stops being employed by the transferor.(3) A certificate purporting to be signed by the Minister certifying that an individual named in the certificate was, with effect from the transfer date, employed by virtue of this section by the Authority, is admissible in evidence in any proceedings as evidence of the matters stated in it.(4) Nothing in this section prevents —

any of the terms and conditions of employment of an individual transferred under this section from being altered by or under any law, award or agreement with effect from any time after the transfer date; or

an individual transferred under this section from resigning from the Authority at any time after the transfer date, in accordance with the terms and conditions of his or her employment then applicable.(5) To avoid doubt, section 18A of the Employment Act 1968 does not apply to the transfer under this Part of any transferring employee to the Authority.General preservation of employment terms, etc.25D.—

The service with the Authority of an employee transferred under section 25C (called in this section a transferred employee) must be regarded for all purposes as having been continuous with the service of the employee with the transferor immediately before the transfer date.(2) On the transfer date —

a transferred employee retains all accrued rights as if employment with the Authority were a continuation of employment with the transferor;

the liabilities of the transferor relating to the transferred employee’s accrued rights to leave and superannuation become the liabilities of the Authority; and

a reference to the transferor in the contract of employment that had effect in relation to the transferred employee immediately before the transfer date is taken to be, or includes, a reference to the Authority.(3) For any conduct of a transferred employee when he or she was employed by the transferor which would have rendered the employee liable to be reprimanded, reduced in rank, retired, dismissed or punished by the transferor, the Authority may —

start any disciplinary proceedings against the employee;

carry on and complete any disciplinary proceedings started by the transferor against the transferred employee if those proceedings were pending on the eve of the transfer date; and

reprimand, reduce in rank, retire, dismiss or otherwise punish a transferred employee, as if the employee were not transferred.(4) Where, on the eve of the transfer date, any matter about the conduct of a transferred employee during his or her employment with the transferor —

was in the course of being heard or investigated by a committee of the transferor acting under due authority; or

had been heard or investigated by a committee of the transferor acting under due authority but no order, ruling or direction had been made,that committee must complete the hearing or investigation and make any order, ruling or direction that it could have made under the authority vested in it before that date, and that order, ruling or direction is to be regarded as an order, a ruling or a direction of the Authority.(5) Until such time as conditions of employment are drawn up by the Authority for a transferred employee, the transferred employee is to be regarded as being employed by the Authority on the same conditions of his or her employment with the transferor on the eve of the transfer date.(6) Any condition of employment relating to the length of service with the Authority must recognise the length of service of the employee so transferred while in the employment of the transferor (including any previous service of the employee taken to be service with the transferor) to be service with the Authority.Transfer of records25E. On the transfer date, every record, or part of any record, of the transferor that relates to the following becomes the record of the Authority:

any asset or liability transferred to the Authority under section 25B;

any transferring employee.Confirmation of transfer25F.—

If any dispute arises —

as to whether an asset or a liability, or a record, is transferred under section 25B or 25E; or

as to whether any, or any part of any, contract or document relates to an asset or a liability, or a record, transferred under section 25B or 25E,the Minister for Finance may determine the matter and is to provide the concerned parties with written notice of that determination.(2) The determination of the Minister for Finance under subsection (1) is final and binding on the transferor and the Authority.”.