/akn/sg/act/sub_leg/2022/FSMA-S342-2025

Financial Services and Markets (Digital Token Service Providers) Regulations 2025

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Type
Subsidiary Legislation
Status
In force
Enacted
2022
Sections
11

Quick answer

About this subsidiary legislation

Financial Services and Markets (Digital Token Service Providers) Regulations 2025 is Singapore Subsidiary Legislation, cited as Subsidiary Legislation FSMA-S342-2025 2022, currently marked in force and first recorded in 2022.

Part 1

PRELIMINARY

Regulation 2

Definitions

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In these Regulations —“base capital”, in relation to a company, means the sum of —

(a)

all of the following items in the latest accounts of the company:

(i)

paid‑up ordinary share capital;

(ii)

paid‑up irredeemable and non‑cumulative preference share capital; and

(b)

any unappropriated profit or loss in the latest audited accounts of the company,less —

(c)

any interim loss in the latest accounts of the company; and

(d)

any dividend that has been declared since the latest audited accounts of the company;“financial year” has the meaning given by section 4(1) of the Companies Act 1967;“irredeemable and non‑cumulative preference share capital”, in relation to the base capital of a company, means share capital consisting of preference shares that satisfy all of the following requirements:

(a)

the principal of each share of the company is perpetual;

(b)

the shares of the company are not callable at the initiative of the company or the shareholders, and the principal of the shares cannot be repaid outside of liquidation of the company, except in the case of a repurchase or other manner of reduction of share capital that is initiated by the company and permitted under written law;

(c)

the company has full discretion to cancel dividend payments, and —

(i)

the cancellation of dividend payments is not an event of default of the company under any agreement;

(ii)

the company has full access to cancelled dividend payments to meet its obligations as they fall due; and

(iii)

the cancellation of dividend payments does not result in any restriction being imposed on the company under any agreement, except in relation to dividend payments to ordinary shareholders of the company;“licence” means a licence granted under section 138 of the Act;“total capital contribution”, in relation to a partnership or limited liability partnership, means the aggregate of the capital contribution of each partner (existing or former) that is held by that partnership or limited liability partnership at the time of the application for a licence under section 138 of the Act or while the licence is in force, as the case may be.

Definition

“base capital”, in relation to a company, means the sum of —

(a)

all of the following items in the latest accounts of the company:

(i)

paid‑up ordinary share capital;

(ii)

paid‑up irredeemable and non‑cumulative preference share capital; and

(b)

any unappropriated profit or loss in the latest audited accounts of the company,less —

(c)

any interim loss in the latest accounts of the company; and

(d)

any dividend that has been declared since the latest audited accounts of the company;

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Definition

“financial year” has the meaning given by section 4(1) of the Companies Act 1967;

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Definition

“irredeemable and non‑cumulative preference share capital”, in relation to the base capital of a company, means share capital consisting of preference shares that satisfy all of the following requirements:

(a)

the principal of each share of the company is perpetual;

(b)

the shares of the company are not callable at the initiative of the company or the shareholders, and the principal of the shares cannot be repaid outside of liquidation of the company, except in the case of a repurchase or other manner of reduction of share capital that is initiated by the company and permitted under written law;

(c)

the company has full discretion to cancel dividend payments, and —

(i)

the cancellation of dividend payments is not an event of default of the company under any agreement;

(ii)

the company has full access to cancelled dividend payments to meet its obligations as they fall due; and

(iii)

the cancellation of dividend payments does not result in any restriction being imposed on the company under any agreement, except in relation to dividend payments to ordinary shareholders of the company;

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Definition

“licence” means a licence granted under section 138 of the Act;

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Definition

“total capital contribution”, in relation to a partnership or limited liability partnership, means the aggregate of the capital contribution of each partner (existing or former) that is held by that partnership or limited liability partnership at the time of the application for a licence under section 138 of the Act or while the licence is in force, as the case may be.

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Regulation 3

Forms

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Subregulation 1

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The forms to be used for the purposes of these Regulations are set out on the Authority’s website at https://www.mas.gov.sg, and any reference in these Regulations to a numbered form is a reference to the current version of the form bearing the corresponding number displayed on that website.

Subregulation 2

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Any document required to be lodged with or submitted to the Authority under Part 9 of the Act or these Regulations must be lodged or submitted in the relevant form and in the manner specified on the Authority’s website mentioned in paragraph (1), or in any other manner that the Authority may specify.

Subregulation 3

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All forms used for the purposes of these Regulations must be completed in the English language and in accordance with any direction that may be specified in the form or by the Authority.

Subregulation 4

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The Authority may refuse to accept any form if —

(a)

the form is not completed or lodged or submitted in accordance with this regulation; or

(b)

a fee is specified in the Schedule for the matter in respect of which the form is lodged or submitted, and the form is not accompanied by the fee.

Subregulation 5

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Where strict compliance with any form is not possible, the Authority may allow for the necessary modifications to be made to that form, or for the requirements of that form to be complied with in any other manner that the Authority thinks fit.

Regulation 4

Time for documents to be lodged

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Where the period of time within which a document required under Part 9 of the Act or these Regulations to be lodged with or submitted to the Authority is not prescribed or specified by the Authority by written notice, the document must be lodged or submitted within 14 days after the occurrence of the event to which the document relates.

Regulation 5

Fees

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The fees specified in the third column of the Schedule are payable to the Authority in respect of the matters set out opposite in the second column of that Schedule on a non‑refundable basis.

Part 2

LICENSING OF DIGITAL TOKEN SERVICE PROVIDERS

Regulation 6

Application for licence

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An application for the grant of a licence must be in Form 1 and must be lodged with the Authority together with any relevant document or information that may be specified in the Form or by the Authority.

Regulation 7

Prescribed financial requirements under section 138(3)(e) of Act

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For the purposes of section 138(3)(e) of the Act, the prescribed financial requirements are as follows:

(a)

if the applicant is an individual — maintaining with the Authority security in the form of a cash deposit of at least $250,000;

(b)

if the applicant is a company — a base capital of at least $250,000;

(c)

if the applicant is a partnership or limited liability partnership — a total capital contribution of at least $250,000.

Regulation 8

Lapsing of licence

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For the purposes of section 141(1)(c) of the Act, a licence lapses upon the occurrence of any of the following other events:

(a)

the licensee is licensed to carry on a business of providing one or more types of digital token service, and fails to carry on the business of providing that type or at least one of those types of digital token service —

(i)

within the period of 6 months (or any longer period that the Authority may allow) starting on the date of the grant of the licence; or

(ii)

for a continuous period of 6 months (or any longer period that the Authority may allow);

(b)

the licensee —

(i)

has ceased to carry on the business of providing the type of digital token service or all of the types of digital token service authorised to be provided by the licence; and

(ii)

either —

(A)

has not resumed carrying on the business of providing that type or any of those types of digital token service within the period of 6 months (or any longer period that the Authority may allow) starting on the date of the cessation of business; or

(B)

has resumed carrying on such business within the period mentioned in sub‑paragraph (A) but for less than a continuous period of 6 months (or any longer period that the Authority may allow) starting on the date of the resumption of business.

Regulation 9

Financial requirements while licence is in force

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For the purposes of section 138(6)(a) of the Act, the prescribed financial requirements that a licensee must satisfy while his, her or its licence is in force, are —

(a)

if the licensee is an individual — maintaining with the Authority security in the form of a cash deposit of at least $250,000;

(b)

if the licensee is a company — a base capital of at least $250,000; or

(c)

if the licensee is a partnership or limited liability partnership — a total capital contribution of at least $250,000.

Regulation 10

Approval of chief executive officer, director, partner or manager of licensee

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Subregulation 1

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For the purposes of section 155(2) of the Act, an application made under section 155(1) of the Act must be in Form 2.

Subregulation 2

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The Authority may require a licensee that makes an application under section 155(1) of the Act to provide the Authority with any information or documents that the Authority considers necessary in relation to the application.

Regulation 11

Audit report

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For the purposes of section 158(4)(b) of the Act, a report of an audit on a licensee must —

(a)

be submitted to the Authority in Form 3 —

(i)

if the licensee is a company — not later than 6 months after the end of the financial year in respect of which the audit is conducted; or

(ii)

if the licensee is a partnership, a limited liability partnership or an individual — not later than 6 months after the end of the period for which the licensee’s financial statements are made up and in respect of which the audit is conducted;

(b)

state the name and contact details of the auditor conducting the audit; and

(c)

be signed by the auditor conducting the audit.

Regulation 1

Citation and commencement

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These Regulations are the Financial Services and Markets (Digital Token Service Providers) Regulations 2025 and come into operation on 30 June 2025.

Common questions

What is Financial Services and Markets (Digital Token Service Providers) Regulations 2025?
Financial Services and Markets (Digital Token Service Providers) Regulations 2025 is Singapore Subsidiary Legislation, cited as Subsidiary Legislation FSMA-S342-2025 2022, currently marked in force and first recorded in 2022.
Is Financial Services and Markets (Digital Token Service Providers) Regulations 2025 still in force?
Yes — Financial Services and Markets (Digital Token Service Providers) Regulations 2025 is currently in force.
When did Financial Services and Markets (Digital Token Service Providers) Regulations 2025 take effect?
Financial Services and Markets (Digital Token Service Providers) Regulations 2025 was first recorded in 2022.
How many regulations does Financial Services and Markets (Digital Token Service Providers) Regulations 2025 have?
Financial Services and Markets (Digital Token Service Providers) Regulations 2025 contains 11 regulations.
Where can I read the official version of Financial Services and Markets (Digital Token Service Providers) Regulations 2025?
The official text of Financial Services and Markets (Digital Token Service Providers) Regulations 2025 is published at sso.agc.gov.sg.