Singapore legislation

Clause 35

of Transport Sector (Critical Firms) Bill

Clause 35

Amendment of section 86F

In the MPA Act, in section 86F —

(a)

replace subsections (1) to (6) with —“(1) Except with the prior written approval of the Authority, a person must not —

(a)

as a result of an increase in the holding of equity interest, or in the voting power controlled, by that person or any associate of that person, become a 25% controller, 50% controller or 75% controller of a designated entity on or after the effective designation date; or

(b)

as a result of a decrease in the holding of equity interest, or in the voting power controlled, by that person or any associate of that person, cease to be a 25% controller, 50% controller or 75% controller of a designated entity on or after the effective designation date.(2) Subsection (1) does not apply if the transaction through which a person becomes a 25% controller, 50% controller or 75% controller, or ceases to be a 25% controller, 50% controller or 75% controller, is entered into before the effective designation date.(3) A person must not become an indirect controller of a designated entity on or after the effective designation date unless the person has obtained the prior written approval of the Authority.(4) The Authority may approve an application under subsection (1)(a) or (3) if the Authority is satisfied that —

(a)

the person who is to become a 25% controller, 50% controller, 75% controller or indirect controller of a designated entity and every associate of that person known to the Authority, are fit and proper persons;

(b)

in the case where any of the essential transport services provided by the following (whichever is applicable) is a licensed service — the provision of the service by the same will continue to be reliable, efficient, economical and safe (with reference to recognised international standards and any applicable conditions of licence, directions, codes or standards issued or set by the Authority):

(i)

the designated operating entity of which the person is to become a 25% controller, 50% controller, 75% controller or indirect controller;

(ii)

the trustee-manager of the designated operating entity of which the person is to become a 25% controller, 50% controller, 75% controller or indirect controller;

(iii)

in the case where the person is to become a 25% controller, 50% controller, 75% controller or indirect controller of a designated equity interest holder — the designated operating entity, or the trustee‑manager of the designated operating entity, in relation to which the designated equity interest holder is so designated;

(c)

having regard to the influence of the person mentioned in paragraph (a) and every associate of that person known to the Authority, the following requirements are met:

(i)

if the designated entity is a designated operating entity — the designated operating entity or, if the designated operating entity is a business trust, its trustee‑manager, will continue to conduct the business of the designated operating entity prudently and comply with the provisions of this Act;

(ii)

if the designated entity is a designated equity interest holder —

(A)

the designated operating entity in respect of which the designated equity interest holder is so designated or, if that designated operating entity is a business trust, its trustee‑manager, will continue to conduct the business of the designated operating entity prudently and comply with the provisions of this Act; and

(B)

the designated equity interest holder or, if the designated equity interest holder is a business trust, its trustee‑manager, will continue to comply with the provisions of this Act; and

(d)

it is in the public interest to do so.(5) The Authority may approve an application under subsection (1)(b) if the Authority is satisfied that —

(a)

(i)

the designated operating entity of which the person is a 25% controller, 50% controller or 75% controller;

(ii)

the trustee-manager of the designated operating entity of which the person is a 25% controller, 50% controller or 75% controller;

(iii)

in the case where the person is a 25% controller, 50% controller or 75% controller of a designated equity interest holder — the designated operating entity, or the trustee‑manager of the designated operating entity, in relation to which the designated equity interest holder is so designated;

(b)

in the case where the person is a 25% controller, 50% controller or 75% controller of a designated operating entity — the designated operating entity or, if the designated operating entity is a business trust, its trustee‑manager, will continue to conduct the business of the designated operating entity prudently and comply with the provisions of this Act;

(c)

in the case where the person is a 25% controller, 50% controller or 75% controller of a designated equity interest holder —

(i)

(ii)

the designated equity interest holder or, if the designated equity interest holder is a business trust, its trustee‑manager, will continue to comply with the provisions of this Act; and

(d)

it is in the public interest to do so.(6) The Authority may —

(a)

grant an approval under this section subject to any conditions that the Authority considers appropriate to impose; and

(b)

at any time add to, vary or revoke any condition so imposed.”;

(b)

in subsection (7), after “memorandum or articles of association”, insert “, limited liability partnership agreement, partnership contract”;

(c)

delete subsection (8); and

(d)

in subsection (9), after “subsection (1) or (3)”, insert “, or who fails to comply with any condition imposed under subsection (6),”.

Read in full context — Transport Sector (Critical Firms) Bill →