Financial Advisers Act 2001 · 2020 Revised Edition · Part 5 · Powers of Authority
65. Control of take-over of licensed financial adviser
Feedback & supportLast amended by an amending law of 2024. 2 amendments in all.
This section applies to all individuals whether resident in Singapore or not and whether citizens of Singapore or not, and to all bodies corporate or unincorporate, whether incorporated or carrying on business in Singapore or not.
A person must not obtain effective control of a licensed financial adviser that is a company, unless the person has obtained the prior approval of the Authority.
financial adviser
“financial adviser” means a person who carries on a business of providing any financial advisory service, but does not include any person specified in the First Schedule;
An application for the Authority’s approval under subsection (2) must be made in writing, and the Authority may approve the application if the Authority is satisfied that —
the applicant is a fit and proper person to have effective control of the licensed financial adviser;
having regard to the applicant’s likely influence, the licensed financial adviser is likely to continue to conduct its business prudently and comply with the provisions of this Act and directions made thereunder; and
the applicant satisfies such other criteria as may be prescribed.
Any approval under subsection (3) may be granted to the applicant subject to such conditions as the Authority may determine, including any condition —
restricting the applicant’s disposal or further acquisition of shares or voting power in the licensed financial adviser; or
restricting the applicant’s exercise of voting power in the licensed financial adviser,and the applicant must comply with such conditions.
The Authority may at any time add to or vary any condition imposed under subsection (4) and the applicant must comply with the condition so added to or varied.
The Authority may at any time revoke any condition imposed under subsection (4) (including a condition that has been added to or varied under subsection (4A)).
Any condition imposed under subsection (4) (including a condition that has been added to or varied under subsection (4A)) has effect despite any provision of the Companies Act 1967 or anything contained in the constitution of the licensed financial adviser.
For the purposes of this section and section 66 —
a person has effective control of a licensed financial adviser —
if the person, alone or acting together with any connected person, holds, directly or indirectly, 20% or more of the issued share capital of the licensed financial adviser;
if the person, alone or acting together with any connected person, controls, directly or indirectly, 20% or more of the voting power in the licensed financial adviser; (iii)if the licensed financial adviser or its directors are accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of the person (whether conveyed by the person alone or together with any other person, and whether with or without holding shares or controlling voting power in the licensed financial adviser); or
if the person (whether alone or acting together with any other person, and whether with or without holding shares or controlling voting power in the licensed financial adviser) is able to determine the policy of the licensed financial adviser; and
[Deleted by Act 12 of 2024 wef 24/01/2025]
a reference to the voting power in the licensed financial adviser is a reference to the total number of votes that may be cast in a general meeting of the licensed financial adviser.
Any person who contravenes subsection (2) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $75,000 or to imprisonment for a term not exceeding 3 years or to both.
Any person who fails to comply with a condition imposed under subsection (4) (including a condition added to or varied under subsection (4A)) shall be guilty of an offence.[57A