Companies Act 1967 · 2020 Revised Edition · Part 12 · General
387C. Electronic transmission in accordance with constitution, etc.
Last amended by an amending law of 2023. 3 amendments in all.
Official textFrom Singapore Statutes Online, unchanged
Despite sections 387A and 387B, where a notice of meeting or any accounts, balance sheet, financial statements, report or other document is required or permitted to be sent under this Act or under the constitution of a company by the company or the directors of the company to a member of the company, that notice or document may be sent using electronic communications with the express, implied or deemed consent of the member in accordance with the constitution of the company.
accounts
“accounts” means profit and loss accounts and balance sheets and includes notes (other than auditors’ reports or directors’ reports) attached or intended to be read with any of those profit and loss accounts or balance sheets;
For the purposes of this section, a member has given implied consent if the constitution of the company —
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;
provides for the use of electronic communications;
specifies the manner in which electronic communications is to be used; and
provides that the member agrees to receive such notice or document by way of such electronic communications and does not have a right to elect to receive a physical copy of such notice or document.
For the purposes of this section, but subject to regulations mentioned in subsection (4), a member is deemed to have consented if —
the member was by written notice given an opportunity to elect, within such period of time specified in the notice, whether to receive the notice or document by way of electronic communications or as a physical copy; and
the member failed to make an election within the time so specified.
The Minister may make regulations under section 411 —
to exclude any notice or document or any class of notices or documents from the application of this section;
to provide for safeguards for the use of electronic communications under this section; and
without limiting paragraph (b), to provide that a member who is deemed to have consented to receive notices or documents by way of electronic communications may make a fresh election to receive such notice or document as a physical copy and the manner in which the fresh election may be made.
Terms defined in this Act
accounts
Defined · s 4“accounts” means profit and loss accounts and balance sheets and includes notes (other than auditors’ reports or directors’ reports) attached or intended to be read with any of those profit and loss accounts or balance sheets;
balance sheet
Defined · s 209A“balance sheet”, in relation to a company, means the balance sheet, by whatever name called, prepared in accordance with the Accounting Standards;
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;
document
Defined · s 4“document” includes summons, order and other legal process, and notice and register;
financial statements
Defined · s 209A“financial statements” means the financial statements of a company required to be prepared by the Accounting Standards;