Singapore legislation
Regulation 9
of Securities and Futures (Trade Repositories) Regulations 2013
Regulation 9
Obligation to notify Authority of certain matters
Subregulation 1
For the purposes of section 46K(1)(f)(i) of the Act, a licensed trade repository shall, as soon as practicable after the occurrence of any of the following circumstances, give the Authority notice of the circumstance:
any civil or criminal legal proceeding instituted against the licensed trade repository, whether in Singapore or elsewhere;
any disciplinary action taken against the licensed trade repository by any regulatory authority, whether in Singapore or elsewhere, other than the Authority;
any change to the regulatory requirements imposed on the licensed trade repository by any regulatory authority, whether in Singapore or elsewhere, other than the Authority, that will have an impact on the licensed trade repository;
any disruption of or delay in, or any suspension or termination of any systems relating to, the reporting of transactions to or through the licensed trade repository in its capacity as a licensed trade repository, including those resulting from any system failure;
the licensed trade repository becomes aware of any development (including any development in relation to any associate of the licensed trade repository, or any other entity treated as part of the licensed trade repository’s group of companies according to the accounting standards applicable to the licensed trade repository) that has occurred or is likely to occur which the licensed trade repository has reasonable grounds to believe has materially and adversely affected, or is likely to materially and adversely affect —
the financial soundness or reputation of the licensed trade repository; or
the licensed trade repository’s ability to conduct its business;
the licensed trade repository becomes aware that its chairperson, chief executive officer or director or a person who holds an appointment mentioned in section 46V(2) of the Act is, in accordance with the Guidelines on Fit and Proper Criteria, no longer fit and proper to hold that office or appointment;
the licensed trade repository becomes aware that a substantial shareholder, 12% controller or 20% controller of the licensed trade repository is, in accordance with the Guidelines on Fit and Proper Criteria, no longer fit and proper to be a substantial shareholder, 12% controller or 20% controller (as the case may be) of the licensed trade repository;
the licensed trade repository becomes aware that it is not likely to be able to conduct its business prudently or to comply with the provisions of the Act and directions made thereunder, having regard to the likely influence over the licensed trade repository of a substantial shareholder, 12% controller or 20% controller of the licensed trade repository.
Subregulation 1A
In paragraph (1), “12% controller” and “20% controller” have the meanings given by section 46U(3) of the Act.
Subregulation 2
Where a circumstance referred to in paragraph (1)(a), (b) or (d), or a development mentioned in paragraph (1)(e), has occurred, the licensed trade repository shall, in addition to the notice required under paragraph (1), within 14 days after the occurrence of the circumstance or development, or such longer period as the Authority may permit, submit a report to the Authority of the circumstances relating to the occurrence, the remedial actions taken at the time of the occurrence, and the subsequent follow-up actions that the licensed trade repository has taken or intends to take.
Subregulation 3
A licensed trade repository shall, within a reasonable period of time prior to entering into negotiations to establish a linkage, arrangement or co-operative arrangement with a person (being a person establishing or operating any clearing facility, any organised market or any other trade repository), give the Authority notice of such intent to enter into negotiations.
Subregulation 4
In paragraph (3), “co-operative arrangement” shall not include —
any joint development of products and services;
any joint marketing efforts between the licensed trade repository and the person referred to in that paragraph in promoting the services of any clearing facility, organised market or trade repository established or operated by the licensed trade repository or the person; or
any memorandum of understanding for the exchange of information.
Subregulation 5
A licensed trade repository must notify the Authority of any intention on its part to enter into a loan arrangement in the capacity of a debtor, guarantor or security provider, including an arrangement to issue debentures, but excluding a credit facility obtained for the purpose of managing its liquidity positions for its day-to-day activities or exposures, no later than the time specified in paragraph (6).
Subregulation 6
For the purpose of paragraph (5), the time is —
14 days before the date on which the licensed trade repository enters into the loan arrangement (date X); or
such shorter period before date X as the Authority may allow in any particular case where the Authority is satisfied that —
it is necessary for the licensed trade repository to enter into the loan arrangement urgently because of any market or economic conditions, whether prevailing or anticipated, that affect or may affect any term of the loan arrangement; or
it is necessary for the licensed trade repository to enter into the loan arrangement urgently to achieve any of its business or strategic objectives.