Securities Industry Bill

This Act may be cited as the Securities Industry Act, 1973, and shall come into operation on such date as the Minister may, by notification in the Gazette, appoint.

The Minister may appoint different dates for the coming into operation of the different Parts or provisions of this Act.

In this Act, unless the context otherwise requires —

“agent”, in relation to a dealer, includes a person who is or has at any time been a banker of the dealer;

“auditor” means an approved company auditor within the meaning of the Companies Act (Cap. 185);

“business”, in relation to a dealer, means a business of dealing in securities;

“committee”, in relation to a stock exchange, means the persons for the time being in whom the management of the stock exchange is vested;

“company” has the same meaning as is assigned to that expression in the Companies Act;

“corporation” has the same meaning as is assigned to that expression in the Companies Act (Cap. 185);

“dealer” means a person who carries on a business of dealing in securities whether or not he carries on any other business, but does not include an exempt dealer;

“dealer’s representative” means a person, by whatever name described, in the direct employment of, or acting for, or by arrangement with, a dealer, not being an exempt dealer, who performs for that dealer any of the functions of a dealer (other than work ordinarily performed by accountants, clerks or cashiers) whether his remuneration is by way of salary, wages, commission or otherwise; and, where the dealer is a corporation, includes any director, member or officer of the corporation who is not the holder of a dealer’s licence and who performs for the corporation any of the said functions (whether or not his remuneration is as aforesaid);

“dealing in securities” means (whether as principal or agent) making or offering to make with any person, or inducing or attempting to induce any person to enter into or to offer to enter into —

“director” has the same meaning as is assigned to that expression in the Companies Act;

“exempt dealer” means —

“investment adviser” means a person who carries on a business of advising others concerning securities or who as part of a regular business issues or promulgates, analyses or reports concerning securities but that expression does not include —

“investment representative” means a person in the direct employment of or acting for or by arrangement with an investment adviser, not being a dealer, stockbroker or exempt dealer, who performs for such investment adviser any of the functions of an investment adviser (other than work ordinarily performed by accountants, clerks or cashiers) whether his remuneration is by way of salary, wages, commission or otherwise; and where the investment adviser is a corporation includes any director, member or officer of the corporation who is not the holder of an investment adviser’s licence and who performs for such corporation any of the said functions (whether or not his remuneration is as aforesaid);

“licence” means —

“member company” means a company which carries on a business of dealing in securities and is recognized as a member company by a stock exchange;

“member firm” means a firm which carries on a business of dealing in securities and is recognized as a member firm by a stock exchange;

“Registrar” means the Registrar of Companies under the Companies Act (Cap. 185), and includes any Deputy or Assistant Registrar of Companies;

“relevant authority” means —

“representative” means a dealer’s representative or an investment adviser’s representative;

“rules”, in relation to a stock exchange, means the rules governing the conduct of the stock exchange or the members thereof by whatever name called and wherever contained and includes rules contained in the memorandum of association and the articles of association of the stock exchange;

“securities” means debentures, stocks and shares in a public company or corporation, funds or bonds of any government or of any body, corporate or unincorporate, and includes any right or option in respect thereof and any interest as defined in section 84 of the Companies Act;

“sole trader” means a stockbroker who carries on a business of dealing in securities on his own account and not in partnership or as director of a company;

“stockbroker” means —

“stock exchange” means any body corporate which has been approved by the Minister under subsection (2) of section 6;

“stock market” means a market, exchange or other place at which securities are regularly offered for sale, purchase or exchange;

“trust account” means a trust account established under section 36;

“unit trust scheme” means any arrangement made for the purpose, or having the effect of providing facilities for the participation by persons as beneficiaries under a trust, or profits or income arising from the acquisition, holding, management or disposal of securities or any other property.

Regulations may provide that, subject to any terms and conditions prescribed, all or any of the provisions of this Act —

This Part applies to a person who is —

In this Part “financial journalist” means a person who contributes advice concerning securities or prepares analyses or reports concerning securities for publication in a bona fide newspaper or periodical.

In this Part a reference to securities is a reference to securities of a corporation which is a public company under the law of Singapore and to securities which are quoted or dealt in on a stock exchange in Singapore.

A person to whom this Part applies shall maintain a register in the prescribed form of the securities in which he has an interest.

The register required to be kept under this Part shall be kept at such place in Singapore as he nominates in his application for a licence.

Particulars of the securities in which a person to whom this Part applies has an interest and particulars of his interest in those securities shall be entered in the register within seven days of the acquisition of the interest or of the date of the coming into operation of this Act.

For the purposes of this section —

The Minister may establish from time to time such consultative or advisory body, as he thinks fit, consisting of such representatives of business, government and the Monetary Authority of Singapore as he may appoint, to advise him on matters relating to the securities industry.

Any consultative or advisory body established under subsection (1) shall have the power in the exercise of its functions to enquire into any matter or thing related to the securities industry and for this purpose may summon any person to give evidence on oath or affirmation or produce any document or material necessary for the purpose of the enquiry.

No person shall establish or maintain or assist in establishing or maintaining or hold himself out as providing or maintaining a stock market that is not the stock market of a stock exchange.

Any person who contravenes the provisions of subsection (1) shall be guilty of an offence under this Act and shall be liable on conviction to a fine not exceeding three thousand dollars and in the case of a second or subsequent conviction to a fine not exceeding fifteen thousand dollars.

Application for approval as a stock exchange may be made to the Minister in the prescribed form and manner.

The Minister may in writing approve a body corporate as a stock exchange if he is satisfied —

Where an amendment is made, whether by way of rescission, alteration or addition, to the rules of a stock exchange the committee of the stock exchange shall forward a written notice thereof to the Minister.

If the notice in accordance with the provisions of subsection (1) is not given within twenty-one days after an amendment that amendment shall cease to have force and effect.

The Minister may within twenty-one days after receipt of notice under subsection (1) give notice to the stock exchange concerned that he disallows the whole or any specified part of the amendment in question and thereupon such whole or specified part (as the case may be) shall cease to have force and effect.

Any notice under this section may be served personally or by post.

No person shall carry on a business of dealing in securities or hold himself out as carrying on such a business unless he is the holder of a dealer’s licence under this Part.

Subsection (1) shall not apply to an exempt dealer.

A person shall not act as an investment adviser or hold himself out to be an investment adviser unless he is the holder of an investment adviser’s licence under this Part.

The provisions of subsection (1) do not apply to a stockbroker or the holder of a dealer’s licence.

An application for a licence or for the renewal of a licence shall be made to the Registrar in the prescribed form and manner and shall be accompanied by the prescribed fee and, in the case of an application for renewal of a licence, shall be made within one month before the expiry of the licence.

The Registrar may require an applicant to supply him with such further information as he considers necessary in relation to the application.

The Registrar shall not refuse to grant or renew a licence without first giving the applicant an opportunity of being heard.

The Registrar may grant or renew a licence subject to such conditions or restrictions as he thinks fit.

A person who contravenes or fails to comply with any condition of, or restriction in, his licence shall be guilty of an offence under this Act.

Except in the case of a dealer who is a stockbroker, the Registrar shall not grant or renew a dealer’s licence unless there is lodged with the Accountant-General a security in the sum of one hundred thousand dollars in respect of the licence.

A security required by subsection (1) shall be by cash deposit or by such other method as the Accountant-General may in any particular case allow.

A security lodged under subsection (1) shall be applied by the Accountant-General subject to and in accordance with the regulations made under this Act.

Subject to subsection (2), a licence shall expire one year after the date of issue thereof.

A licence that has been renewed in accordance with the provisions of this Part shall continue in force for a period of twelve months next succeeding the date upon which but for its renewal it would have expired.

The holder of a dealer’s licence or investment adviser’s licence shall, upon any change in the address of the principal place of business at which he carries on the business in respect of which the licence is held, forthwith notify the Registrar of the new address in the prescribed form and, upon ceasing to carry on that business, shall forthwith so notify the Registrar in writing.

The holder of a representative’s licence who ceases to be a representative of the dealer or investment adviser in relation to whom the representative’s licence was issued shall forthwith so notify the Registrar in writing.

The Registrar shall keep in such form as he thinks fit a register of the holders of current licences, specifying —

Any person may, upon payment of the prescribed fee, inspect and take extracts from the register kept under subsection (1).

Except as provided in subsection (2), the power of inspection conferred by paragraph (a) of subsection (2) of section 11 of the Companies Act, shall not apply in respect of a document filed or lodged with the Registrar under this Act (Cap. 185).

The holder of a licence may be required to appear before the Registrar to show cause why his licence should not be cancelled and why he should not be disqualified either permanently or temporarily from holding such a licence —

On being satisfied that the relevant ground referred to in subsection (1) has been established the Registrar may order that the licence of the person concerned be cancelled and that that person be disqualified, either permanently or for such period as the Registrar specifies, from holding another such licence.

Any person who is aggrieved by any decision of the Registrar under this Part, other than a decision under section 22, may appeal to the Minister and any person who is aggrieved by the decision of the Registrar under section 22 may appeal to the High Court so long as the appeal in each case is made within thirty days of the decision of the Registrar.

In any appeal under this section the decision of the Minister or the Court, as the case may be, shall be final and shall be given effect to by the Registrar.

No person who is the holder of a licence shall represent or imply or knowingly permit to be represented or implied in any manner to any person that his abilities or qualifications have in any respect been approved by the Registrar.

The statement that a person is the holder of a licence under this Act is not a contravention of this section.

A dealer shall not, as principal, deal in any securities with a person who is not the holder of a dealer’s licence unless he first informs the person with whom he is dealing that he is acting in the transaction as principal and not as agent.

For the purposes of subsection (1) dealings as principal include dealings on behalf of a corporation in which the dealer has and, where the dealer carries on the business of dealing in partnership, the dealer and his partners together have and where the dealer carries on business as a member company the dealer and the other directors of that company together have, a controlling interest.

Where a dealer has failed to comply with subsection (1) in respect of a contract for the sale of securities by him, the purchaser of the securities may, if he has not disposed of them, rescind the contract by a notice of rescission, in writing, given to the dealer within seven days after the receipt of the contract note and, where a dealer has failed to comply with that subsection in respect of a contract for the purchase of securities by him, the vendor of the securities may, in the like manner, rescind the contract.

A dealer shall keep or cause to be kept in the English language such accounting and other records as will sufficiently explain the transactions and financial position of his business and enable true and fair profit and loss accounts and balance-sheets to be prepared from time to time and shall cause those records to be kept in such a manner as to enable them to be conveniently and properly audited.

If accounting and other records are kept by a dealer at a place outside Singapore the dealer shall cause to be sent to and kept at a place in Singapore such statements and returns with respect to the business dealt with in those records as will enable to be prepared true and fair profit and loss accounts and balance-sheets.

Without affecting the generality of subsection (1) a dealer shall keep or cause to be kept the following accounts and records: —

Every entry in a Safe Custody Scrip Register and in an Underwriting Register kept by a dealer shall be dated and initialled by the person making the entry.

For the purposes of this section any account or record required to be kept by a dealer may be kept either by making entries in a bound book or by recording the matters in question in any other manner, as approved by the Registrar.

Where any account or record required by this section to be kept is not kept by making entries in a bound book but by some other means the dealer concerned shall take reasonable precautions for guarding against falsification and for facilitating discovery of any falsification.

A dealer shall establish and keep in a bank or banks in Singapore one or more trust accounts designated or evidenced as such into which he shall pay —

A person who —

A dealer shall within six months of the end of the financial year lodge with the relevant authority an auditor’s report containing information on such matters as are prescribed.

If a dealer fails to comply with the provisions of subsection (1) the relevant authority shall forthwith report the matter to the Minister.

For the purposes of subsection (1) “financial year” in relation to a dealer means the period of twelve months ending on the date on which his accounts were closed for the year ending on the 31st day of December 1972.

If after consideration of an auditor’s report furnished under section 42 the relevant authority is not satisfied —

It shall be a defence to any proceedings in defamation in respect of any statement made in any such report of an auditor or in any such further report of the relevant authority if the defendant satisfies the court that the statement was made bona fide and without malice.

Where the Minister has received —

Where the Minister is of opinion that the whole or any part of the costs and expenses of an auditor appointed by him under this section should be borne by the dealer or relevant authority concerned, he may, by order in writing, direct such dealer or relevant authority to pay a specified amount, being the whole or part of such costs and expenses, within the time and in the manner specified.

Where a dealer or relevant authority has failed to comply with an order of the Minister under subsection (2) proceedings may be taken by the Minister in any court of competent jurisdiction to recover the amount in question as a civil debt recoverable summarily.

Upon receipt of an application in writing from a person who alleges that a dealer has failed to account to him in respect of any moneys or securities held or received by that dealer for or on his behalf, the Minister may appoint in writing an independent auditor or such other person or body of persons as he may decide to examine, audit and report either generally or in relation to any particular matter upon the books, accounts and records of and securities held by that dealer.

Every application under subsection (1) shall state —

Every statement in any such application shall be verified by a statutory declaration made by the applicant and shall, if made bona fide and without malice, be privileged.

The Minister shall not appoint an independent auditor, person or body of persons under subsection (1) unless he is satisfied —

Upon request by an independent auditor, a person or body of persons, as the case may be, appointed by the Minister under section 44 or 45 or by a person who produces a written authority in that behalf given under paragraph (c) of section 47 —

A dealer and, where the dealer carries on business in partnership, the other members of the partnership and where the dealer is a company, any director, manager or secretary of that company and the dealer’s servants and agents and any auditor appointed by the dealer, shall answer all questions relevant to an examination and audit which are put to him by an independent auditor, a person or body of persons, as the case may be, appointed by the Minister under section 44 or 45 or by a person who produces a written authority in that behalf given under paragraph (c) of section 47.

Any person who contravenes or fails to comply with the provisions of subsection (1) or (2) shall be guilty of an offence under this Act and shall be liable on conviction to a fine not exceeding three thousand dollars or to imprisonment for a term not exceeding two years or to both such fine and imprisonment.

A person who, with intent to defeat the purposes of this Part or with intent to prevent, delay or obstruct the carrying out of any examination and audit under this Part —

If in a prosecution for an offence under subsection (1) it is proved that the person charged —

“prescribed day” means —

“relevant period” means —

“quarter day” means the 31st March, the 30th June, the 30th September and the 31st December.

A stockbroker shall, out of the moneys that are received by him or by any member firm of which he is a partner or member company of which he is a director and that are required to be dealt with in accordance with section 36 —

Where two or more trust accounts are kept under section 36 on any day by a stockbroker or member firm or company, the aggregate of the balance of those trust accounts on that day shall, for the purposes of subsection (1), be deemed to be the balance in the trust account of that stockbroker or that member firm or company on that day.

The prescribed part of the amount, or aggregate of the amounts, referred to in subsection (1) shall be one-third of that amount or aggregate, or such lesser fraction as may be prescribed.

Nothing in this section requires a stockbroker —

Subject to subsection (4), where a stockbroker fails to comply with subsection (1) he and, if he is a partner in a member firm, each of the partners in the firm or if he is a member company each director of that company, shall be guilty of an offence under this Act and shall be liable on conviction to a fine not exceeding two thousand dollars and to a further fine not exceeding three hundred dollars for every day during which the offence continues after conviction.

Pending repayment, all deposits shall be invested by the stock exchange upon deposit with a bank in Singapore bearing interest at a rate agreed between the bank and the stock exchange.

The interest accruing in respect of deposits so invested shall be paid to the fidelity fund of the stock exchange established under Part IX.

A stock exchange shall establish and keep proper accounts of all deposits and shall forthwith after each quarter day cause a balance-sheet to be made out as at the last preceding quarter day.

The committee of the stock exchange shall appoint an auditor to audit the accounts relating to deposits.

The auditor appointed by the committee shall regularly and fully audit the accounts relating to deposits and shall audit each balance-sheet and cause it to be laid before the committee not later than one month after the balance-sheet is made out.

“committee”, in relation to a fidelity fund of a stock exchange, means the committee of that stock exchange;

“Court” means the High Court;

“fidelity fund” or “fund” means a fidelity fund established under section 60;

“stock exchange” means, in relation to a fidelity fund, the stock exchange which established the fidelity fund.

A stock exchange shall establish and keep a fidelity fund which shall be administered by the committee on behalf of the stock exchange.

The assets of a fidelity fund shall be the property of the stock exchange but shall be kept separate from all other property and shall be held in trust for the purposes set out in this Part.

A stock exchange shall establish and keep proper accounts of its fidelity fund and shall before the 31st day of March in each year cause a balance-sheet in respect of such accounts to be made out as at the preceding 30th day of June.

The committee of the stock exchange shall appoint an auditor to audit the accounts of the fidelity fund.

The auditor appointed by the committee shall regularly and fully audit the accounts of the fidelity fund and shall audit each balance-sheet and cause it to be laid before the committee not later than one month after the balance-sheet was made out.

The committee of a stock exchange may appoint a management sub-committee of not less than three and not more than five persons being members of the stock exchange one at least being also a member of the committee.

The committee of a stock exchange may by resolution delegate to a sub-committee appointed by it under this section all or any of its powers, authorities and discretions under this Part (other than those under this section, section 68, subsections (3), (4) and (5) of section 71 and section 73).

Any power, authority or discretion so delegated may be exercised by members forming a majority of the sub-committee as if by this Part that power, authority or discretion had been conferred on a majority of the members of the sub-committee.

Any such delegation may at any time in like manner be rescinded or varied.

The committee of a stock exchange may at any time remove any member of a sub-committee appointed by it under this section and may fill any vacancy in the sub-committee howsoever arising.

A person shall not be admitted to membership of a stock exchange or to partnership in a member firm or as director of a member company until he has paid to the stock exchange concerned or, in the case of a member firm or company, the stock exchange by which the firm or company is recognized, as a contribution to its fidelity fund such amount being not less than three hundred dollars as may be determined by the stock exchange.

A stockbroker shall on or before the 31st day of March in each year pay to the stock exchange of which he is a member or, if he is a partner in a member firm, or director of a member company the stock exchange by which the firm or company is recognized as a contribution to its fidelity fund such amount being not less than three hundred dollars, as may be determined by the stock exchange.

In the event of a fidelity fund amounting to a sum exceeding one million dollars (or such greater sum as the Minister may, by order, determine) —

Any determination of the committee under paragraph (b) of subsection (1) shall be in writing and may be in respect of all or any class of stockbrokers or any particular stockbroker.

If at any time a fidelity fund is not sufficient to satisfy the liabilities that are then ascertained of the stock exchange in relation thereto, the committee may impose on every stockbroker liable to contribute to that fund a levy of such amount as it thinks fit, not exceeding one thousand dollars, for payment into the fund.

The amount of such levy shall be paid within the time and in the manner specified by the committee either generally or in relation to any particular case.

No stockbroker shall be required to pay by way of levy under this section more than ten thousand dollars in the aggregate, or more than three thousand dollars in any period of twelve months (or such greater sum as the Minister may, by order, determine).

A stock exchange may from time to time from its general funds give or advance on such terms as the committee thinks fit any sums of money to its fidelity fund.

Any moneys advanced under subsection (1) may from time to time be repaid from the fidelity fund to the general funds of the stock exchange.

Subject to this Part, a fidelity fund shall be held and applied for the purpose of compensating persons who suffer pecuniary loss —

Save as otherwise provided in this section, the total amount that may be paid under this Part to all persons who suffer loss —

Subject to this Part, every person who suffers pecuniary loss as provided in subsection (1) of section 71 shall be entitled to claim compensation from the fidelity fund and to take proceedings in the Court as provided in this Act against the stock exchange to establish such claim.

Subject to subsection (3), a person shall in no case have any claim against the fidelity fund in respect of —

Upon the amalgamation of the Stock Exchange of Malaysia Members’ Fidelity Guarantee Fund, maintained pursuant to the articles of association of the Malaysia and Singapore Stock Exchange, with the fidelity fund of the Stock Exchange of Malaysia and Singapore established under section 60, the fidelity fund so established shall be liable, in the manner and to the extent provided by those articles of association before any amendment thereof required to enable the amalgamation to be effected, for claims against the Stock Exchange of Malaysia Members’ Fidelity Guarantee Fund arising before that amalgamation.

The reference in subsection (3) to the Stock Exchange of Malaysia Members’ Fidelity Guarantee Fund shall be deemed to include a reference to Singapore members of that Fund.

Subject to this Part, the amount which any claimant shall be entitled to claim as compensation from a fidelity fund shall be the amount of the actual pecuniary loss suffered by him (including the reasonable costs of and disbursements incidental to the making and proof of his claim) less the amount or value of all moneys or other benefits received or receivable by him from any source other than the fund in reduction of the loss.

In addition to any compensation payable under this Part interest shall be payable out of the fidelity fund concerned on the amount of the compensation, less any amount attributable to costs and disbursements, at the rate of five per centum per annum calculated from the day upon which the defalcation was committed and continuing until the day upon which the claim is satisfied.

Where all persons submitting claims pursuant to section 72 have been fully compensated in accordance with the provisions of this Part for the loss suffered by them as a result of a defalcation committed by a partner in a member firm any other partner in that firm who has made payment to any person in compensation for loss suffered by him from the defalcation shall be subrogated to the extent of such payment to all the rights and remedies of that person against the fidelity fund concerned if the committee is of opinion having regard to all the circumstances that he was in no way a party to the defalcation and that he acted honestly and reasonably in the matter.

If any partner in a member firm feels aggrieved by the opinion of a committee under subsection (1) he may, within twenty-eight days after receipt of notice thereof, appeal to the Court in accordance with the Rules of the Supreme Court.

The appellant shall on the same day as he lodges notice of appeal with the Court lodge a copy thereof with the secretary of the committee against whose opinion he is appealing.

Every appeal shall be in the nature of a re-hearing and may be heard in Court or in chambers.

The Court shall inquire into and decide upon the appeal and for that purpose may do all such matters and things relating thereto and in the same manner and to the same extent as it is empowered to do in the exercise of its ordinary jurisdiction and if the Court is of opinion having regard to all the circumstances that the appellant was in no way a party to the defalcation and that he acted honestly and reasonably in the matter it may direct that the appellant shall to the extent of any payment made by him be subrogated to all the rights and remedies in relation to the fidelity fund concerned of the person to whom he has made payment in compensation as aforesaid.

The committee of a stock exchange may cause to be published in a daily newspaper published and circulating generally in Singapore a notice, in or to the effect of the form prescribed, specifying a date, not being earlier than three months after the said publication, on or before which claims for compensation from the fidelity fund, in relation to the person specified in the notice, may be made.

A claim for compensation from a fidelity fund in respect of a defalcation shall be made in writing to the committee —

No action for damages shall lie against a stock exchange or against any member or employee of a stock exchange or of a committee or management sub-committee by reason of any notice published in good faith and without malice for the purposes of this section.

The committee may, subject to this Part, allow and settle any proper claim for compensation from a fidelity fund at any time after the commission of the defalcation in respect of which the claim arose.

Subject to subsection (3), a person shall not commence proceedings under this Part against a stock exchange without leave of the committee unless —

A person who has been refused leave by a committee may apply for leave to a judge of the Court in chambers who may make such order in the matter as he thinks fit.

The committee after disallowing (whether wholly or partly) any claim for compensation from a fidelity fund shall serve notice of such disallowance in the prescribed form on the claimant or his solicitor.

No proceedings against a stock exchange in respect of a claim which has been disallowed by the committee shall be commenced after the expiration of three months after service of notice of disallowance under subsection (4).

In any proceedings brought to establish a claim evidence of any admission or confession by or other evidence which would be admissible against the stockbroker or other person by whom it is alleged a defalcation was committed shall be admissible to prove the commission of the defalcation notwithstanding that the stockbroker or other person is not the defendant in or a party to those proceedings, and all defences which would have been available to that stockbroker or person shall be available to the stock exchange.

The committee or, where proceedings are brought to establish a claim, the Court, if satisfied that the defalcation on which the claim is founded was actually committed, may allow the claim and act accordingly, notwithstanding that the person who committed the defalcation has not been convicted or prosecuted therefor or that the evidence on which the committee or Court (as the case may be) acts would not be sufficient to establish the guilt of that person upon a criminal trial in respect of the defalcation.

Where in any proceedings brought to establish a claim the Court is satisfied that the defalcation on which the claim is founded was actually committed and that otherwise the claimant has a valid claim the Court shall by order —

The Rules Committee may make rules for or with respect to practice and procedure generally upon proceedings under this Part.

In any such proceedings all questions of costs shall be in the discretion of the Court.

Where the amount at credit in a fidelity fund is insufficient to pay the whole amount of all claims against it which have been allowed or in respect of which orders of the Court have been made as aforesaid, then the amount at credit in the fund shall, subject to the provisions of subsection (2) be apportioned between the claimants in such manner as the committee thinks equitable, and any such claim so far as it then remains unpaid shall be charged against future receipts of the fund and paid out of the fund when moneys are available therein.

Where the aggregate of all claims which have been allowed or in respect of which orders of the Court have been made (as aforesaid) in relation to defalcations by or in connection with a sole trader or member firm or member company exceeds the total amount which may pursuant to subsection (2) of section 71 be paid under this Part in respect of that sole trader or member firm or member company then the said total amount shall be apportioned between the claimants in such manner as the committee thinks equitable, and upon payment out of the fund of the said total amount in accordance with such apportionment all such claims and any orders relating thereto and all other claims against the fund which may thereafter arise or be made in respect of defalcations by or in connection with the said sole trader or member firm or company shall be absolutely discharged.

A stock exchange may in its discretion enter into any contract with any person or body of persons, corporate or unincorporate, carrying on fidelity insurance business in Singapore whereby the stock exchange will be insured or indemnified to the extent and in the manner provided by such contract against liability in respect of claims under this Part.

Any such contract may be entered into in relation to stockbrokers generally, or in relation to any particular stockbroker or stockbrokers named therein, or in relation to stockbrokers generally with the exclusion of any particular stockbroker or stockbrokers named therein.

No action shall lie against a stock exchange or against any member or servant of a stock exchange or the committee or against any member of a management sub-committee for injury alleged to have been suffered by any stockbroker by reason of the publication in good faith of a statement that any contract entered into under this section does or does not apply with respect to him.

For the purpose of ascertaining whether the holder of a licence has complied with the provisions of this Act applicable to him in that capacity, and any conditions or restrictions subject to which the licence was granted or renewed, the Registrar may inspect and make copies of or take extracts from —

The Registrar may, where he considers it necessary for the protection of investors, require the holder of a dealer’s licence to disclose to him in relation to any purchase or sale of securities the name of the person from or to or through whom the securities were bought or sold and the nature of the instructions given to the dealer in respect of that purchase or sale.

The holder of a licence under this Act, and the servants and agents of that person shall, on being required by the Registrar so to do, produce any document, record or matter referred to in subsection (1) or disclose the information required under subsection (2).

No person shall obstruct or hinder the Registrar in the exercise of any of his powers under subsection (1), (2) or (5) or obstruct any person in the exercise of any of those powers that he is duly authorised to exercise.

Where the Registrar has reason to suspect that any person has contravened any of the provisions of this Act or has been guilty of any fraud or offence under this or any other Act or law with respect to trading or dealing in securities, the Registrar may make such investigation as he thinks expedient for the due administration of this Act.

Notwithstanding anything in this section, the Minister may, where it appears to him in the public interest so to do, appoint any person as an inspector to investigate any matter concerning trading or dealing in securities.

Except where otherwise expressly provided by or under this or any other Act, any power, authority, duty or function conferred or imposed by or under this or any other Act on the Registrar may be exercised or performed by any person authorised by the Registrar to exercise or perform that power, authority, duty or function.

Where, on the application of the Registrar, it appears to the High Court that a person has contravened this Act or any conditions of a licence he holds or is about to do an act with respect to dealing or trading in securities that, if done, would be such a contravention, the Court may, without prejudice to any orders it would be entitled to make otherwise than pursuant to this section, make one or more of the following orders: —

The Court shall, before making an order under subsection (1), satisfy itself, so far as it can reasonably do so, that the order would not unfairly prejudice any person.

The Court may, before making an order under subsection (1), direct that notice of the application be given to such persons as it thinks fit or direct that notice of the application be published in such manner as it thinks fit, or both.

Any person who contravenes or fails to comply with an order under subsection (1) that is applicable to him shall be guilty of an offence under this Act and shall be liable on conviction to a fine of three thousand dollars or to imprisonment for a term not exceeding one year or to both such fine and imprisonment.

Subsection (4) does not affect the powers of the Court in relation to the punishment of contempts of the Court.

The Court may rescind, vary or discharge an order made by it under this section or suspend the operation of such an order.

If, on an application made to a judge of the High Court in chambers by the Registrar, there is shown to be reasonable cause to believe that any person has committed an offence in connection with trading or dealing in securities and that evidence of the commission of the offence is to be found in any books or papers of or under the control of a dealer an order may be made —

An order under this section shall not require books or papers to be produced at a place other than the place of business of the person named in the order unless the Court is satisfied that the books or papers are not required in the conduct of the business or that there are special reasons requiring the books or papers to be produced at some other place.

A person who contravenes or fails to comply with any provision of this Act shall be guilty of an offence under this Act and, where no penalty is expressly provided, shall be liable on conviction to a fine not exceeding two thousand dollars.

Where a person, being a corporation, is guilty of an offence under this Act any director, manager, secretary or other officer of the corporation who was knowingly a party to the offence shall also be guilty of that offence.

The Minister may make regulations for or with respect to —

Save as otherwise expressly provided in this Act, the regulations —

Notwithstanding the provisions of Part III, the Stock Exchange of Malaysia and Singapore shall on the commencement of this Act be deemed to be a stock exchange approved under that Part, and shall within six months from that date provide in its rules all matters mentioned in paragraph (b) of subsection (2) of section 6.

For the purposes of this section and the application of section 7 to the Stock Exchange of Malaysia and Singapore, the reference to the word “Minister” therein is a reference to the Minister responsible for securities industry in Malaysia and the Minister of Finance in Singapore.