Singapore legislation
Regulation 38
Regulation 38
Offences by corporations
Subregulation 1
Where a corporation commits an offence under these Regulations, a person —
who is —
an officer of the corporation; or
an individual involved in the management of the corporation and in a position to influence the conduct of the corporation in relation to the commission of the offence; and
who —
consented or connived, or conspired with others, to effect the commission of the offence;
is in any other way, whether by act or omission, knowingly concerned in, or is party to, the commission of the offence by the corporation; or
knew or ought reasonably to have known that the offence by the corporation (or an offence of the same type) would be or is being committed, and failed to take all reasonable steps to prevent or stop the commission of that offence,shall be guilty of that same offence as is the corporation, and shall be liable on conviction to be punished accordingly.
Subregulation 2
A person mentioned in paragraph (1) may rely on a defence that would be available to the corporation if it were charged with the offence with which the person is charged and, in doing so, the person bears the same burden of proof that the corporation would bear.
Subregulation 3
To avoid doubt, this regulation does not affect the application of Chapters 5 and 5A of the Penal Code 1871.
Subregulation 4
To avoid doubt, paragraph (1) does not affect the liability of a corporation for an offence under these Regulations, and applies whether or not the corporation is convicted of the offence.
Subregulation 5
In this regulation —
Definition
“corporation” includes a limited liability partnership within the meaning of section 2(1) of the Limited Liability Partnerships Act 2005;
Definition
“officer”, in relation to a corporation, means any director, partner, chief executive, manager, secretary or other similar officer of the corporation, and includes —
any person purporting to act in any such capacity; and
for a corporation whose affairs are managed by its members, any of those members as if the member were a director of the corporation;
Definition
“partner” includes a person purporting to act as a partner.