Singapore legislation
Section 28
Section 28
Approval of chairperson, chief executive officer, director and key persons
(1)
An approved exchange must not appoint a person as its chairperson, chief executive officer or director unless the approved exchange has obtained the approval of the Authority.
(2)
The Authority may, by written notice, require an approved exchange to obtain the approval of the Authority for the appointment of any person to any key management position or committee of the approved exchange and the approved exchange must comply with the notice.
(3)
An application for approval under subsection (1) or (2) must be made in such form and manner as the Authority may specify.
(4)
Without limiting section 44 and to any other matter that the Authority may consider relevant, the Authority may, in determining whether to grant its approval under subsection (1) or (2), have regard to such criteria as the Authority may prescribe by regulations made under section 44 or notify in writing to the approved exchange.
(5)
Subject to subsection (6), the Authority must not refuse an application for approval under this section without giving the approved exchange an opportunity to be heard.
(6)
The Authority may refuse an application for approval on any of the following grounds without giving the approved exchange an opportunity to be heard:
the person is an undischarged bankrupt, whether in Singapore or elsewhere;
the person has been convicted, whether in Singapore or elsewhere, of an offence, committed before, on or after 8 October 2018 —
involving fraud or dishonesty or the conviction for which involved a finding that the person had acted fraudulently or dishonestly; and
punishable with imprisonment for a term of 3 months or more.
(7)
Where the Authority refuses an application for approval under this section, the Authority need not give the person who was proposed to be appointed an opportunity to be heard.
(8)
An approved exchange must, as soon as practicable, give written notice to the Authority of the resignation or removal of its chairperson, chief executive officer or director, or of any person mentioned in any notice issued by the Authority to the approved exchange under subsection (2).
(9)
The Authority may make regulations under section 44 relating to the composition and duties of the board of directors or any committee of an approved exchange.
(10)
In this section, “committee” includes any committee of directors, disciplinary committee or appeals committee of an approved exchange, or any body responsible for disciplinary action against a member of an approved exchange.
(11)
The Authority may, by regulations made under section 44, exempt any approved exchange or class of approved exchanges from complying with subsection (1) or (8), subject to such conditions or restrictions as may be prescribed in those regulations.
(12)
The Authority may, by written notice, exempt any approved exchange from complying with subsection (1) or (8), subject to such conditions or restrictions as the Authority may specify by written notice.
(13)
It is not necessary to publish any exemption granted under subsection (12) in the Gazette.
(14)
Any approved exchange which contravenes subsection (1), (2) or (8) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $200,000 and, in the case of a continuing offence, to a further fine not exceeding $20,000 for every day or part of a day during which the offence continues after conviction.