Singapore legislation
Clause 105
Clause 105
Saving and transitional provisions for amendments to Companies Act
(1)
Despite section 42, section 19 of the Companies Act as in force immediately before the date of commencement of section 42 continues to apply in respect of any incorporation of a proposed company where —
documents for the incorporation had been lodged before that date; and
the Registrar had not registered or refused to register the proposed company under section 19(3) of that Act immediately before that date.
(2)
Despite section 49, section 74 of the Companies Act as in force immediately before the date of commencement of section 49 (called the old section 74) continues to apply in respect of —
any variation or abrogation of the rights attached to a class of shares in a company if authorisation for the variation or abrogation had been obtained in accordance with the old section 74 before that date; and
any application to cancel a variation or abrogation of the rights attached to any class of shares in a company that —
was made to the Court under the old section 74; and
was pending before the Court immediately before that date.
(3)
Despite section 50, section 76D(2A), (5A), (9A) or (12A) of the Companies Act (as inserted by section 50) does not apply to a matter for which a special resolution mentioned in section 76D(2), (5), (9) or (12) of that Act is required if the company had passed the special resolution before the date of commencement of section 50, and section 76D of that Act as in force immediately before that date applies to that matter.
(4)
Despite section 60, section 165(3) of the Companies Act as in force immediately before the date of commencement of section 60 continues to apply in respect of a notice given under section 165(1) of that Act as in force immediately before that date, that was received by a company before that date.
(5)
Despite section 63, section 173A(1)(b) of the Companies Act as in force immediately before the date of commencement of section 63 continues to apply to a company in relation to any change mentioned in that provision that occurred before that date.
(6)
Despite sections 63 and 66, sections 173A(1) and 173E of the Companies Act as in force immediately before the date of commencement of sections 63 and 66 continue to apply in relation to a cessation or change mentioned in section 173E(1) or (4) of that Act (as in force immediately before that date) that occurred before that date.
(7)
Despite section 79, section 215 of the Companies Act as in force immediately before the date of commencement of section 79 continues to apply in respect of an offer that was made before that date by a person to acquire all of the shares or all of the shares in any particular class in a company.
(8)
Despite sections 81 and 84, section 344 of the Companies Act as in force immediately before the date of commencement of section 81 continues to apply —
to a company where —
the Registrar had before that date sent a letter to the company and its directors, secretaries and members under section 344(1) of that Act as in force immediately before that date; and
the Registrar had, immediately before that date, yet to determine whether to strike the name of the company off the register under section 344(4) of that Act as in force immediately before that date; and
to any application to the Court made before that date under section 344(5) of that Act as in force immediately before that date and that was pending before the Court immediately before that date.
(9)
Despite sections 82 and 83, sections 344A and 344C of the Companies Act as in force immediately before the date of commencement of sections 82 and 83 continue to apply in respect of any application by a company to strike the company’s name off the register that —
was made before that date under section 344A(1) of that Act as in force immediately before that date; and
was pending before the Registrar immediately before that date.
(10)
Despite anything in this Act, section 344CA of the Companies Act as inserted by section 84 also applies in respect of any company the name of which had been struck off the register before the date of commencement of section 84 under section 344(4) or 344A(5) of that Act as in force immediately before that date.
(11)
However, if an application to the Court has been made before that date to restore the name of the company to the register under section 344(5) of the Companies Act as in force immediately before that date (called the old section 344(5)), and the application is pending before the Court immediately before that date, then the old section 344(5) applies to that application instead.
(12)
Despite anything in this Act, section 344E of the Companies Act as amended by section 86 applies in respect of any application to the Registrar to restore the name of a company to the register that —
was made before the date of commencement of section 86 under section 344D of that Act as in force immediately before that date; and
was pending before the Registrar immediately before that date.
(13)
Despite anything in this Act, section 377B of the Companies Act as amended by section 93 applies in respect of any application that —
was made before the date of commencement of section 93 under section 377A of that Act as in force immediately before that date; and
was pending before the Registrar immediately before that date.