Companies Act 1967 · 2020 Revised Edition · Part 3 · Constitution of Companies
37. Adoption of model constitution
Last amended by an amending law of 2014.
Official textFrom Singapore Statutes Online, unchanged
A specified company may adopt as its constitution the whole or any part of the model constitution prescribed under section 36(1) for the type of company to which it belongs.
company
“company” means a company incorporated under this Act or under any corresponding previous written law;
A specified company may in its constitution adopt the whole model constitution for the type of company to which it belongs by reference to the title of the model constitution.
constitution
“constitution”, in relation to a company, means —(a)the constitution of the company which is registered with the Registrar under section 19, as may be amended from time to time; and(b)in the case of a company incorporated before 3 January 2016, the memorandum of association of the company, the articles of association of the company, or both, in force immediately before that date;
Where a specified company adopts the whole model constitution for the type of company to which it belongs, the specified company may choose —
to adopt the model constitution as in force at the time of adoption; or
to adopt the model constitution as may be in force from time to time, in which case the model constitution for the type of company to which the specified company belongs that is for the time being in force is, so far as applicable, the constitution for that specified company.
A copy of the constitution of a specified company must be submitted to the Registrar, in accordance with section 19(1), where the specified company —
Registrar
“Registrar” means the Registrar of Companies appointed under this Act and includes any Deputy or Assistant Registrar of Companies;
adopts only part of the model constitution for the type of company to which it belongs;
includes provisions additional to those in the model constitution; or
includes object clauses as part of its constitution.
Terms defined in s 4
company
Defined · s 4“company” means a company incorporated under this Act or under any corresponding previous written law;
constitution
Defined · s 4“constitution”, in relation to a company, means —(a)the constitution of the company which is registered with the Registrar under section 19, as may be amended from time to time; and(b)in the case of a company incorporated before 3 January 2016, the memorandum of association of the company, the articles of association of the company, or both, in force immediately before that date;
Registrar
Defined · s 4“Registrar” means the Registrar of Companies appointed under this Act and includes any Deputy or Assistant Registrar of Companies;
Part 4
Shares, Debentures and Charges
Part 5
Management and Administration
Part 6
Financial Statements and Audit
Part 7
Arrangements, Reconstructions and Amalgamations
Part 8
Part 8A
Part 9
Investigations
Part 10
Dissolution
Part 10A
Transfer of Registration
Part 11
Various Types of Companies, Etc.
Part 11A
Register of Controllers, Nominee Directors and Nominee Shareholders of Companies
Part 12