# legal_provisions

document_id: vcca-2018
provision_ref: s33
chapter: PART 4 - SUB-FUNDS
section: 33
title: Winding up of sub-fund
content:
33. —(1) Despite not being a legal person, a sub‑fund of an umbrella VCC may be wound up in accordance with subsection (2) as if it were a legal person. (2) Part 10 and section 389 (as it relates to the provisions of Part 10) of the Companies Act 1967 apply in relation to the winding up of a sub‑fund of an umbrella VCC as they apply in relation to the winding up of a company limited by shares, subject to section 5 and the modifications in the First Schedule. (3) Section 129 applies (with the necessary modifications) in relation to the appointment of a liquidator of a sub‑fund and a person acting as such liquidator, as it applies in relation to the appointment of a liquidator of a VCC and a person acting as such liquidator, and for this purpose — ( a ) a reference in section 129(1)( b ) and ( c ) to the VCC is to the umbrella VCC of which the sub‑fund is a part; and ( b ) the reference in section 129(2)( b ) to creditors is to the creditors of the sub-fund.


document_id: vcca-2018
provision_ref: s34
chapter: PART 5 - SHARES, DEBENTURES AND CHARGES
section: 34
title: Shares of VCC
content:
34. —(1) The shares or other interest of any member in a VCC are movable property and transferable in the manner provided by the constitution of the VCC and is not of the nature of immovable property. (2) A shareholder has no interest in the property of a VCC. (3) Subject to its constitution, a VCC may issue more than one class of shares. (4) The rights which attach to each share of any given class are — ( a ) the right, in accordance with the constitution of the VCC, to participate in or receive profits, income or other payments or returns arising from — (i) the acquisition, holding, management or disposal of the property or part of the property of the VCC; or (ii) the exercise, redemption or expiry of any right, interest, title or benefit in the property or part of the property of the VCC, or to receive sums paid out of such profits, income or other payments or returns; ( b ) the right (if any), in accordance with the constitution of the VCC, to vote at any general meeting of the VCC or at any meeting of shareholders of that class of shares; and ( c ) such other rights as may be provided in the constitution in relation to shares of that class. (5) A VCC may make provision in its constitution to authorise the conversion of one class of shares into another class of shares. (6) Section 74 of the Companies Act 1967 (as applied by section 36) applies where a conversion of shares undertaken by a VCC involves a variation or an abrogation of the rights attached to any class of shares.


document_id: vcca-2018
provision_ref: s35
chapter: PART 5 - SHARES, DEBENTURES AND CHARGES
section: 35
title: Power to repurchase or redeem own shares
content:
35. —(1) The repurchase or redemption by a VCC of its own shares must be — ( a ) on such terms and carried out in such manner as may be provided by its constitution; and ( b ) in accordance with subsections (2) and (4). (2) A VCC must not repurchase or redeem its own shares unless they are fully paid. (3) Subsection (2) does not prevent a repurchase or redemption being made under section 31. (4) Shares of a VCC which have been repurchased or redeemed by or otherwise transferred to the VCC must be cancelled and the amount of the issued share capital of the VCC must be reduced by the amount of the consideration paid by the VCC for the repurchase, redemption or transfer of the shares. (5) Subsection (4) does not apply to any repurchase or redemption made under section 31.


document_id: vcca-2018
provision_ref: s36
chapter: PART 5 - SHARES, DEBENTURES AND CHARGES
section: 36
title: Application of provisions of Division 3 of Part 4 of Companies Act 1967
content:
36. —(1) Sections 65, 66(1), 72, 73, 73A and 74 (except subsection (6)) of the Companies Act 1967 apply in relation to a VCC as they apply in relation to a company, a company having a share capital or a limited company (as the case may be), subject to subsections (2) and (3) and section 5. (2) The following provision applies in place of section 65(2) of the Companies Act 1967 (which enables a company to reserve part of its uncalled share capital for calling up in the event of a winding up): “ A VCC may, by special resolution of its members, or by resolution of one or more members holding shares that represent — “ ( a ) at least 75%; or ( b ) if the constitution of the VCC requires a greater majority for that resolution, that greater majority, of the total voting rights of all the members holding shares that are issued in respect of a particular sub‑fund, determine that any portion of its share capital which has not already been called up is not capable of being called up except in the event and for the purposes of the VCC or the sub‑fund (as the case may be) being wound up, and in that event that portion of its share capital is not capable of being called up except in such event and for such purposes; but such resolution does not affect the rights of any person acquired before the passing of the resolution. ”. (3) The reference to treasury shares in section 74(1A) of the Companies Act 1967 is to shares held by a subsidiary of the VCC under section 22(6) or (11), if any. Division 2 &#x2014; Debentures


document_id: vcca-2018
provision_ref: s37
chapter: PART 5 - SHARES, DEBENTURES AND CHARGES
section: 37
title: Application of provisions of Division 5 of Part 4 of Companies Act 1967
content:
37. —(1) Sections 93, 94, 95, 96 and 100 of the Companies Act 1967 apply in relation to a VCC and debentures issued by it as they apply in relation to a company or a corporation (as the case may be) and debentures issued by it, subject to section 5 and the modifications in subsection (2). (2) The modifications are as follows: ( a ) in addition to the information in section 93(3) of the Companies Act 1967, the register of holders of debentures required to be kept by a VCC under section 93(1) of that Act as applied by subsection (1) must contain, where the debenture in question is a debenture of a sub‑fund, the name and registration number of the sub‑fund; ( b ) section 93(8) of the Companies Act 1967 is omitted; ( c ) a reference in sections 95 and 96 of the Companies Act 1967 to 29 December 1967 is to 14 January 2020; ( d ) a reference in section 100 of the Companies Act 1967 to a borrowing corporation is to a borrowing VCC. Division 3 &#x2014; Title and transfer of shares and debentures


document_id: vcca-2018
provision_ref: s38
chapter: PART 5 - SHARES, DEBENTURES AND CHARGES
section: 38
title: Duties of VCC with respect to allotments and transfers
content:
38. —(1) Subject to subsection (2), every VCC must — ( a ) within 60 days after the allotment of any of its shares or debentures; and ( b ) within 30 days after the date on which a transfer (other than a transfer that the VCC is for any reason entitled to refuse to register and does not register) of any of its shares or debentures is lodged with the VCC, complete and have ready for delivery all the appropriate certificates and debentures in connection with the allotment or transfer. (2) Subsection (1) does not require a VCC to complete and have ready for delivery share certificates in the following circumstances: ( a ) where the VCC’s constitution states that share certificates will not be issued, and contains a provision for the issue of written confirmations of entry in the register of members; ( b ) where the shareholder has indicated to the VCC in writing that the shareholder does not wish to receive a certificate. (3) If subsection (1) is contravened, the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $1,000, and also to a default penalty. (4) If any VCC on which a notice has been served requiring the VCC to make good a failure to comply with subsection (1), fails to make good the failure within 10 days after the service of the notice, the Court may, on the application of the person entitled to have the certificate or debenture delivered to the person, make an order directing the VCC and any officer of the VCC to make good the failure within the time specified in the order. (5) The order in subsection (4) may provide that all costs of and incidental to the application are to be borne by the VCC or by any officer of the VCC in default in such proportions as the Court thinks fit.


document_id: vcca-2018
provision_ref: s39
chapter: PART 5 - SHARES, DEBENTURES AND CHARGES
section: 39
title: Certificate is evidence of title
content:
39. —(1) A certificate under the common seal or official seal of a VCC specifying any shares held by any member of the VCC is prima facie evidence of the title of the member to the shares. (2) Every share certificate must be under the common seal of the VCC and must state as at the date of the issue of the certificate — ( a ) the name of the VCC and the authority under which the VCC is constituted; ( b ) the address of the registered office of the VCC in Singapore; and ( c ) the class of the shares (if applicable), the name and registration number of the sub‑fund to which the shares relate (if applicable), whether the shares are fully or partly paid up, and the amount (if any) unpaid on the shares. [28/2019] (3) Failure to comply with this section does not affect the rights of any holder of the shares. (4) If this section is contravened, the VCC and every officer of the VCC who is in default shall each be guilty of an offence.


document_id: vcca-2018
provision_ref: s40
chapter: PART 5 - SHARES, DEBENTURES AND CHARGES
section: 40
title: Transfer of shares or debentures
content:
40. —(1) Subject to section 5 and subsections (2) to (6), sections 130AA, 130AB, 130AC and 130AD of the Companies Act 1967 apply in relation to a VCC and a transfer of any share, debenture or other interest in it, as they apply in relation to a company or public company (as the case may be) and a transfer of any share, debenture or other interest in it. (2) The following provision applies in place of section 130AD(3) and (4) of the Companies Act 1967 (which provides that a company and its officers are not liable as respects a transfer of its interests if a specified act in relation to the instrument of transfer is not done within the time limit of its certification of the instrument): “ Where any certification by a VCC of an instrument of transfer of shares, debentures or other interests in the VCC is expressed to be limited to 42 days or any longer period from the date of certification, the VCC and its officers are not (in the absence of fraud) liable in respect of the registration of any transfer comprised in the certification after the expiry of the period so limited or any extension of the period given by the VCC, if the instrument has not within that period been lodged with the VCC for registration. ”. (3) Despite anything in its constitution, a VCC must not register a transfer of shares or debentures unless a proper instrument of transfer has been delivered to the VCC. (4) Subsection (3) does not affect any power of the VCC to register as shareholder or debenture holder any person to whom the right to any shares or debentures of the VCC has been transmitted by operation of law. (5) A VCC may refuse to register a transfer of shares under section 130AA of the Companies Act 1967 (as applied by subsection (1)) if — ( a ) there exists a minimum requirement under the VCC’s constitution or the prospectus in respect of the issue of those shares, as to the number or value of shares that are to be held by any shareholder of the VCC, and the transfer would result in either the transferor or transferee holding less than the required minimum; or ( b ) the transfer is inconsistent with any provision of the VCC’s constitution. (6) Nothing in this Act requires a VCC to register a transfer or give notice to any person of a refusal to register a transfer where registering the transfer or giving the notice would result in a contravention of any law (including any law that is for the time being in force in a country or territory other than Singapore).


document_id: vcca-2018
provision_ref: s41
chapter: PART 5 - SHARES, DEBENTURES AND CHARGES
section: 41
title: Application of other provisions of Division 7 of Part 4 of Companies Act 1967
content:
41. —(1) Subject to section 5, section 122 of the Companies Act 1967 applies in relation to a VCC’s shares as it applies in relation to a company’s shares, except that the reference in section 122(2)( b ) to section 123 of that Act is to section 39. (2) Subject to section 5, sections 124 and 125 (except subsection (3)) of the Companies Act 1967 apply in relation to a VCC and any certificate or other document of title to shares or debentures of a VCC, as they apply in relation to a company and any certificate or other document of title to shares or debentures of a company. Division 4 &#x2014; Charges


document_id: vcca-2018
provision_ref: s42
chapter: PART 5 - SHARES, DEBENTURES AND CHARGES
section: 42
title: Registration of charges
content:
42. —(1) Division 8 of Part 4 of the Companies Act 1967 applies in relation to a VCC and a charge created by it (including one created over any property or undertaking of a sub‑fund), as it applies in relation to a company and a charge created by it, subject to the modifications in subsection (2) and to sections 5 and 43. (2) The modifications are as follows: ( a ) sections 131(3AA), 140 and 141 of the Companies Act 1967 are omitted; ( b ) the reference in section 131(3) of the Companies Act 1967 to 3 January 2016 is to 14 January 2020; ( c ) in the case of a charge over any property or undertaking of a sub‑fund, the statement mentioned in section 131(5) of the Companies Act 1967 in respect of that charge must contain, in addition to the particulars in that provision, the name and registration number of the sub‑fund; ( d ) in the case of a charge over any property or undertaking of a sub-fund, there must be entered in the register of charges under section 134(1) of the Companies Act 1967, in addition to the particulars set out in that provision, the name and registration number of the sub‑fund; ( e ) section 136(1) of the Companies Act 1967 also applies in a case where the property or undertaking that is the subject of a registered charge ceases to form part of the property or undertaking of a sub‑fund, and in that event the statement to be lodged under that provision is a statement of that fact; ( f ) in the case of a charge over any property or undertaking of a sub‑fund, the reference in section 138(1A)( b )(ii) of the Companies Act 1967 to the date the property or undertaking ceases to form part of the company’s property or undertaking is to the date the property or undertaking ceases to form part of the property or undertaking of the sub‑fund; ( g ) in the case of a charge over the property or undertaking of a sub‑fund, the register of charges in section 138(2) of the Companies Act 1967 must also contain (in addition to a description of the matters set out in that provision) the name and registration number of the sub‑fund.


document_id: vcca-2018
provision_ref: s43
chapter: PART 5 - SHARES, DEBENTURES AND CHARGES
section: 43
title: Duty of VCC to register charges existing on property acquired
content:
43. —(1) This section applies in place of section 133 of the Companies Act 1967. (2) Where a VCC acquires any property which is subject to a charge of any such kind as would, if it had been created by the VCC after the acquisition of the property, have been required to be registered under section 131 of the Companies Act 1967 (as applied by section 42), the VCC must lodge a statement of the prescribed particulars with the Registrar for registration within 30 days after the date on which the acquisition is completed. (3) If subsection (1) is contravened, the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $1,000, and also to a default penalty.


document_id: vcca-2018
provision_ref: s44
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 44
title: Interpretation of this Part
content:
44. —(1) In this Part — “capital markets services licence” has the meaning given by section 2(1) of the Securities and Futures Act 2001; “Registered Fund Management Company” has the meaning given by regulation 2 of the Securities and Futures (Licensing and Conduct of Business) Regulations; “residential address” means — ( a ) in the case of a person registered under the National Registration Act 1965 — the place of residence of that person as registered under that Act; or ( b ) in the case of a person not registered under the National Registration Act 1965 — the usual residential address of that person. (2) A reference to a secretary in sections 69 and 71 to 76, and in the provisions of the Companies Act 1967 applied by those sections, includes an assistant or a deputy secretary. (3) A reference in this Part (including a provision of the Companies Act 1967 applied by this Part) to an alternate address is the alternate address that is recorded in place of the residential address of a director or secretary in the register of directors or register of secretaries (as the case may be) of a VCC. Division 2 &#x2014; Office and name


document_id: vcca-2018
provision_ref: s45
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 45
title: Registered office, office hours, and publication of name and registration number
content:
45. Subject to section 5, sections 142, 143 and 144 of the Companies Act 1967 apply in relation to a VCC or proposed VCC (as the case may be) as they apply in relation to a company or proposed company. Division 3 &#x2014; Managers


document_id: vcca-2018
provision_ref: s46
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 46
title: Manager
content:
46. —(1) A VCC must at all times have a manager that complies with subsection (2), to manage its property or operate the collective investment scheme or schemes that comprise the VCC. (2) A manager of a VCC must be — ( a ) a holder of a capital markets services licence for fund management under the Securities and Futures Act 2001; ( b ) a Registered Fund Management Company; ( c ) a person mentioned in section 99(1)( a ), ( b ), ( c ) or ( d ) of the Securities and Futures Act 2001; or ( d ) such person, or a person within such class of persons, as may be prescribed. (3) A VCC cannot be its own manager. (4) To avoid doubt, the reference in subsection (2)( a ) to a holder of a capital markets services licence for fund management does not include a holder of a suspended licence.


document_id: vcca-2018
provision_ref: s47
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 47
title: Restrictions on naming of manager in document or register
content:
47. —(1) A person must not be named as manager or proposed manager of a VCC in — ( a ) any document filed or lodged with or submitted to the Registrar for the purposes of the incorporation of the VCC; or ( b ) the register of managers of the VCC, unless, before — ( c ) the incorporation of the VCC; or ( d ) the filing of any return containing the particulars required to be specified in the register of managers, as the case may be, the person has complied with the condition set out in subsection (2). (2) The condition in subsection (1) is that the person must have, by itself or through a registered qualified individual authorised by the person, filed with the Registrar — ( a ) a declaration in the prescribed form that the person has consented to act as manager of the VCC; and ( b ) a statement in the prescribed form stating that the person is a person mentioned in section 46(2). (3) If subsection (1) is contravened, the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $10,000, and also to a default penalty. Division 4 &#x2014; Directors and secretaries Subdivision (1) &#x2014; Preliminary provisions


document_id: vcca-2018
provision_ref: s48
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 48
title: VCC must have certain description of director, etc.
content:
48. —(1) Every VCC must have — ( a ) at least one director who is ordinarily resident in Singapore; and ( b ) at least one director (who may be the same person as in paragraph ( a )) who is either a director or a qualified representative of the manager of the VCC. (2) A director of a VCC must be a natural person who has attained the age of 18 years and who is otherwise of full legal capacity. (3) Subject to subsection (5), unless the constitution otherwise provides, a director of a VCC may resign by giving the VCC a written notice of his or her resignation. (4) Subject to subsection (5), the resignation of a director is not conditional upon the VCC’s acceptance of his or her resignation. (5) Despite anything in this Act, the constitution of the VCC or any agreement with the VCC, a director of a VCC must not resign or vacate his or her office unless there is remaining in the VCC — ( a ) at least one director who is ordinarily resident in Singapore; and ( b ) at least one director (who may be the same person as in paragraph ( a )) who is either a director or a qualified representative of the manager of the VCC. (6) Any purported resignation or vacation of office in breach of subsection (5) is invalid. (7) Subsection (5) does not apply where a director of a VCC is required to resign or vacate his or her office — ( a ) if the director has not within the period in section 147(1) of the Companies Act 1967 (as applied by section 54) obtained his or her qualification; or ( b ) by reason of his or her disqualification or removal or the revocation of his or her appointment as a director (as the case may be) under section 53, 55, 56, 57, 58, 59, 60 or 61. (8) If there is a contravention of subsection (1), the Registrar may, either of his or her own motion or on the application of any person, direct the members of the VCC to appoint — ( a ) a director who is ordinarily resident in Singapore; or ( b ) a director who is either a director or a qualified representative of the manager of the VCC, if the Registrar considers it to be in the interests of the VCC for such appointment to be made. (9) If the direction under subsection (8) is not complied with, each member in default shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $2,000 and, in the case of a continuing offence, to a further fine not exceeding $1,000 for every day or part of a day during which the offence continues after conviction. (10) If there is a contravention of subsection (1) and — ( a ) the Registrar fails to give the direction under subsection (8); or ( b ) such direction has been given but is not complied with, the court may, on the application of the Registrar or any person, order the members of the VCC to appoint — ( c ) a director who is ordinarily resident in Singapore; or ( d ) a director who is either a director or a qualified representative of the manager of the VCC, if the court considers it to be in the interests of the VCC for such appointment to be made. (11) If a VCC carries on business for more than 6 months without having — ( a ) at least one director who is ordinarily resident in Singapore; and ( b ) at least one director (who may be the same person as in paragraph ( a )) who is either a director or a qualified representative of the manager of the VCC, a person who, for the whole or any part of the period that the VCC so carries on business after those 6 months — ( c ) is a member of the VCC; and ( d ) knows that the VCC is carrying on business in that manner, is liable for the payment of all the debts of the VCC contracted during the period or (as the case may be) that part of the period, and may be sued for the debts.


document_id: vcca-2018
provision_ref: s49
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 49
title: Restrictions on naming of director in document or register
content:
49. Section 146 (except subsection (5)) of the Companies Act 1967 applies in relation to a VCC or proposed VCC as it applies in relation to a company or proposed company, subject to section 5 and the following modifications: ( a ) a reference in section 146(1)( b ) and ( d ) of the Companies Act 1967 to the register of chief executive officers of a company is to the register of managers of a VCC; ( b ) in addition to the conditions in section 146(1A) of the Companies Act 1967, the person to be named as a director or proposed director in a document or register mentioned in section 146(1)( a ) or ( b ) of that Act must also — (i) by himself or herself; or (ii) through a registered qualified individual authorised by him or her, file with the Registrar a statement in the prescribed form and made by both the VCC and the person as to the person’s compliance with the prescribed factors in section 53(3); ( c ) the following provision applies in place of section 146(3) of the Companies Act 1967 (which disapplies section 146(1) and (2) of that Act to certain entities and documents): “ Subsections (1) and (2) (other than the provisions relating to the signing of a consent to act as director) do not apply to a constitution adopted by a VCC after the expiration of one year from the date on which the VCC was entitled to commence business. ”.


document_id: vcca-2018
provision_ref: s50
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 50
title: Appointment of directors
content:
50. Subject to section 5, sections 149B and 150 of the Companies Act 1967 apply in relation to the appointment of a director of a VCC as they apply in relation to the appointment of a director of a company or a public company, as the case may be.


document_id: vcca-2018
provision_ref: s51
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 51
title: Validity of acts of directors and secretary
content:
51. The acts of a director or secretary of a VCC are valid despite any defect that may afterwards be discovered in his or her appointment or qualification.


document_id: vcca-2018
provision_ref: s52
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 52
title: Removal of director
content:
52. Subject to section 5, section 152(1) to (8) of the Companies Act 1967 applies in relation to a VCC as it applies in relation to a public company. Subdivision (2) &#x2014; Qualifications and disqualifications of
directors and officers


document_id: vcca-2018
provision_ref: s53
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 53
title: Directors must be fit and proper persons
content:
53. —(1) A VCC must appoint only fit and proper persons as the VCC’s directors. (2) The Registrar may by notice direct a VCC to remove a director or replace the director where the Registrar — ( a ) is satisfied that the director is not a fit and proper person to act as director; and ( b ) considers that the removal or replacement is necessary in the interests of the VCC, the VCC’s shareholders or potential shareholders, the public or a section of the public. (3) In determining whether a person is a fit and proper person to act as a director of a VCC, the Registrar may consider such factors as may be prescribed. (4) Before directing a VCC under subsection (2), the Registrar must notify the VCC and the director in writing that — ( a ) the Registrar intends to make the direction; and ( b ) the VCC and the director may show cause within such time as may be specified in the notice why that director should not be removed or replaced. (5) The Registrar may give a direction under subsection (2) only if the VCC and the director — ( a ) fail to show cause within the time specified in the notice mentioned in subsection (4) or within such extended period of time as the Registrar may allow; or ( b ) fail to show sufficient cause. (6) The direction under subsection (2) must state the date on or before which the removal or replacement of the director must take effect. (7) Any person who is aggrieved by a direction of the Registrar under subsection (2) may, within 30 days after receiving the direction, appeal to the Minister. (8) Despite the lodging of an appeal under subsection (7), a direction under subsection (2) has effect pending the decision of the Minister. (9) Subject to subsection (11), a VCC that fails to comply with subsection (1), and every officer of the VCC who is in default, shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $5,000 and, in the case of a continuing offence, to a further fine not exceeding $500 for every day or part of a day during which the offence continues after conviction. (10) Subject to subsection (11), a VCC that fails to comply with any direction of the Registrar under subsection (2), and every officer of the VCC who is in default, shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $10,000, and also to a default penalty. (11) No criminal or civil liability is incurred by a VCC, or any person acting on behalf of the VCC, in respect of anything done or omitted to be done with reasonable care and in good faith in the discharge or purported discharge of the obligations of the VCC under this section.


document_id: vcca-2018
provision_ref: s54
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 54
title: Qualification of director
content:
54. Subject to section 5, section 147 of the Companies Act 1967 applies to a director of a VCC as it applies to a director of a company, and for this purpose a reference in that section to section 145 of the Companies Act 1967 is to section 48.


document_id: vcca-2018
provision_ref: s55
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 55
title: Restriction on undischarged bankrupt
content:
55. Subject to section 5, section 148 of the Companies Act 1967 applies in relation to a VCC as it applies in relation to a corporation.


document_id: vcca-2018
provision_ref: s56
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 56
title: Disqualification of unfit director of insolvent VCC
content:
56. —(1) The Court may — ( a ) on the application of the Minister or the Official Receiver as provided for in section 149(9) of the Companies Act 1967 as applied by subsection (11); and ( b ) on being satisfied as to the matters in subsection (2), make an order (called in this section a disqualification order), which must not in any case exceed 5 years after the date of the disqualification order disqualifying a person specified in the order from being a director or in any way (whether directly or indirectly) being concerned in, or take part in, the management of a VCC during such period as is specified in the order. (2) The Court must make a disqualification order under subsection (1) if the Court is satisfied that — ( a ) the person is or has been a director of a VCC which has at any time gone into liquidation (either while he or she was a director or within 3 years of his or her ceasing to be a director) and was insolvent at that time; ( b ) the conduct of the person as director of that VCC (either taken alone or together with his or her conduct as a director of any other VCC or corporation) makes him or her unfit to be a director of or in any way (whether directly or indirectly) be concerned in, or to take part in, the management of a VCC; and ( c ) the person has been given at least 14 days’ notice of the application. (3) If — ( a ) in the case of a person who is or has been a director of a VCC which is being wound up by the Court, it appears to the Official Receiver or the liquidator (if the liquidator is not the Official Receiver); or ( b ) in the case of a person who is or has been a director of a VCC which is being wound up otherwise than as mentioned in paragraph ( a ), it appears to the liquidator, that the conditions mentioned in subsection (2)( a ) and ( b ) are satisfied as respects that person, the Official Receiver or the liquidator (as the case may be) must immediately report the matter to the Minister. (4) The Minister may require the Official Receiver, the liquidator or the former liquidator of the VCC — ( a ) to provide the Minister with such information of any person’s conduct as a director of the VCC; and ( b ) to produce any books, papers and other records relevant to that person’s conduct as such a director, as the Minister may reasonably require for the purpose of determining whether to exercise, or of exercising, any of the Minister’s functions under this section. (5) If any person fails to comply with a requirement of the Minister under subsection (4), the Court may, on the application of the Minister, make an order requiring that person to comply with the requirement within the time specified in the order. (6) For the purposes of this section — ( a ) a VCC has gone into liquidation — (i) if it is wound up by the Court — on the date of the filing of the winding up application; (ii) if a provisional liquidator was appointed under section 291(1) of the Companies Act as applied by section 130 — at the time when the declaration made under that provision was lodged with the Registrar; and (iii) in any other case — on the date of the passing of the resolution for the voluntary winding up; ( b ) a VCC was insolvent at the time it has gone into liquidation if it was unable to pay its debts, within the meaning of section 254(2) of the Companies Act as applied by section 130; and ( c ) a reference to a person’s conduct as a director of any VCC or other corporation that has become insolvent includes that person’s conduct in relation to any matter connected with or arising out of the insolvency of that VCC or corporation. (7) In deciding whether subsection (2)( b ) is satisfied, the Court — ( a ) must have regard generally to the matters mentioned in subsection (8); and ( b ) must have regard particularly to the matters mentioned in subsection (9), regardless of whether or not the director has been convicted or may be criminally liable in respect of any of these matters. (8) The matters to which the Court must have regard generally are — ( a ) whether there has been any misfeasance or breach of any fiduciary or other duty by the director in relation to the VCC; ( b ) whether there has been any misapplication or retention by the director of, or any conduct by the director giving rise to an obligation to account for, any money or other property of the VCC; and ( c ) the extent of the director’s responsibility for any failure by the VCC to comply with — (i) section 138, 191 or 199 of the Companies Act 1967 as applied by section 42, 81(7) or 99, as the case may be; (ii) section 81(1) to (6) or 97; or (iii) section 100, and the provisions of section 201 of the Companies Act 1967 as applied by section 100. (9) The matters to which the Court must have regard particularly are — ( a ) the extent of the director’s responsibility for the causes of the VCC becoming insolvent; ( b ) the extent of the director’s responsibility for any failure by the VCC to supply any goods or services which have been paid for (in whole or in part); ( c ) the extent of the director’s responsibility for the VCC entering into any transaction liable to be set aside under section 259 of the Companies Act as applied by section 130; and ( d ) whether the causes of the VCC becoming insolvent are attributable to the VCC carrying on business in a particular industry where the risk of insolvency is generally recognised to be higher. (10) The Minister may, by notification in the Gazette , add to, vary or amend the matters mentioned in subsections (8) and (9) and that notification may contain such transitional provisions as may appear to the Minister to be necessary or expedient. (11) Subject to section 5 and subsection (12), section 149(9), (9A), (11) and (12) of the Companies Act 1967 applies in relation to an application for and the making of a disqualification order under subsection (1) and to a person disqualified by such order, as it applies in relation to the application for and the making of a disqualification order under section 149(1) of the Companies Act 1967 and to a person disqualified by such order. (12) For the purpose of subsection (11), references to a person acting as judicial manager and to acts done in such capacity are omitted. (13) Subject to section 5, section 149(13) and (14) of the Companies Act 1967 applies in relation to an application for permission of the Court to be concerned in or take part in the management of a VCC, as it applies in relation to an application for permission of the Court to be concerned in or take part in the management of a company. [Act 25 of 2021 wef 01/04/2022]


document_id: vcca-2018
provision_ref: s57
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 57
title: Disqualification of director of VCC wound up on grounds of national security or interest
content:
57. —(1) Subject to subsections (2) and (3), where under paragraph ( k ) of the provision that replaces section 254(1) of the Companies Act because of section 130(8), a VCC is ordered to be wound up by the Court on the ground that the VCC is being used for purposes against national security or the national interest, the Court may, on the application of the Minister, make an order (called in this section a disqualification order) disqualifying any person who is a director of that VCC from being a director or in any way (whether directly or indirectly) being concerned in, or from taking part in, the management of another VCC for a period of 3 years from the date of the making of the winding up order. (2) The Court must not make a disqualification order against any person unless the Court is satisfied that the person has been given at least 14 days’ notice of the application for the order. (3) The Court must not make a disqualification order against any person if the person proves to the satisfaction of the Court that — ( a ) the VCC had been used for purposes against national security or the national interest without his or her consent or connivance; and ( b ) he or she had exercised such diligence to prevent the VCC from being so used as he or she ought to have exercised, having regard to the nature of his or her function in that capacity and to all the circumstances. (4) A person who contravenes a disqualification order shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 2 years or to both.


document_id: vcca-2018
provision_ref: s58
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 58
title: Disqualification of director on conviction of certain offences, etc.
content:
58. —(1) A person is subject to the disqualifications in subsection (3) if — ( a ) the person is convicted of any of the following: (i) any offence, whether in Singapore or elsewhere, involving fraud or dishonesty and punishable with imprisonment for a term of 3 months or more; (ii) any offence under Part 12 of the Securities and Futures Act 2001; ( b ) the person is subject to the imposition of a civil penalty under section 232 of the Securities and Futures Act 2001; ( c ) a direction under section 97(1A) of the Securities and Futures Act 2001 is made directing a holder of a capital markets services licence to remove the person from the person’s office or employment as a director or executive officer of the holder; ( d ) the person has been removed as a director, executive officer or chief executive officer of a person mentioned in section 99(1) of the Securities and Futures Act 2001, in compliance with a condition imposed on the second‑mentioned person under section 99(4) of that Act; or ( e ) a prohibition order is made against the person. [Act 18 of 2022 wef 31/07/2024] (2) Where a person is convicted in Singapore of — ( a ) any offence in connection with the formation or management of a VCC; or ( b ) any offence under section 157 or 339 of the Companies Act 1967 as applied by section 63 or 130, as the case may be, the court may make a disqualification order against the person in addition to any other sentence imposed. (3) Subject to any permission which the Court may give pursuant to an application under subsection (6), a person who — ( a ) is disqualified under subsection (1); or ( b ) has had a disqualification order made against him or her under subsection (2), must not act as a director, or take part (whether directly or indirectly) in the management of a VCC during the period of the disqualification or disqualification order. [Act 25 of 2021 wef 01/04/2022] (4) The disqualifications in subsection (3) — ( a ) in a case where the disqualified person has been convicted of any offence mentioned in subsection (1)( a ) or (2)( a ) or ( b ) but has not been sentenced to imprisonment — take effect upon conviction and continue for a period of 5 years or for such shorter period as the court may order under subsection (2); ( b ) in a case where the disqualified person has been convicted of any offence mentioned in subsection (1)( a ) or (2)( a ) or ( b ) and has been sentenced to imprisonment — take effect upon conviction and continue for a period of 5 years after his or her release from prison; ( c ) in a case where the disqualified person is subject to the imposition of a civil penalty under section 232 of the Securities and Futures Act 2001 — take effect upon the imposition of the civil penalty and continue for a period of 5 years after the imposition of the civil penalty; ( d ) in a case where the disqualified person is the subject of a direction under section 97(1A) of the Securities and Futures Act 2001 — take effect upon the issue of the direction and continue for a period of 5 years after such issue; ( e ) in a case where the disqualified person has been removed as a director, executive officer or chief executive officer of a person mentioned in section 99(1) of the Securities and Futures Act 2001 pursuant to a condition imposed on the second‑mentioned person under section 99(4) of that Act — take effect upon the removal and continue for a period of 5 years after such removal; and ( f ) in a case where the disqualified person is the subject of a prohibition order — take effect upon the making of the prohibition order and continue for a period of 5 years after the expiry of the period specified in the order. [Act 18 of 2022 wef 31/07/2024] (5) A person who contravenes subsection (3) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 2 years or to both. (6) A person who — ( a ) is disqualified under subsection (1); or ( b ) has had a disqualification order made against him or her under subsection (2), may apply to the Court for permission to act as a director, or to take part (whether directly or indirectly) in the management of a VCC during the period of the disqualification or disqualification order, upon giving the Minister at least 14 days’ notice of his or her intention to apply for such permission. [Act 25 of 2021 wef 01/04/2022] (7) On the hearing of an application under subsection (6), the Minister may be represented at the hearing and may oppose the granting of the application. (8) Without affecting section 409 of the Companies Act 1967 as applied by section 144, a District Court may make a disqualification order under this section.


document_id: vcca-2018
provision_ref: s59
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 59
title:
Disqualification and debarment from being director or secretary in connection with default in filing documents under this Act

content:
59. Sections 155 (except subsections (8) and (11)) and 155B of the Companies Act 1967 apply in relation to a VCC as they apply in relation to a company, subject to section 5 and the following modifications: ( a ) a reference in those sections of the Companies Act 1967 to a relevant requirement of that Act is to a provision of this Act (including a provision of the Companies Act 1967 applied by this Act) that requires any return, account or other document to be filed with, delivered or sent, or notice of any matter to be given, to the Registrar; ( b ) in section 155 of the Companies Act 1967 — (i) a reference to an order under section 13 of that Act is to an order under section 12; and (ii) a reference to an order under section 399 of that Act is to an order under that section as applied by section 160; ( c ) the reference in section 155(5) of the Companies Act 1967 to an offence under section 154(2)( a ) of that Act is to an offence under section 58(2)( a ); ( d ) the following provision applies in place of section 155(7) of the Companies Act 1967 (which provides that a certificate of the Registrar of Companies is prima facie evidence of certain matters relevant to section 155(3) and (4) of that Act): “ A certificate of the Registrar stating that a person — “ ( a ) has been adjudged guilty of 3 or more offences; or ( b ) has had made against him or her 3 or more orders under section 12, or under section 399 of the Companies Act 1967 as applied by section 160, in relation to any relevant requirement of this Act, is prima facie evidence of the facts stated in the certificate. ”.


document_id: vcca-2018
provision_ref: s60
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 60
title:
Disqualification for being director of not less than 3 VCCs that were struck off within 5‑year period

content:
60. —(1) Subject to section 5, a person — ( a ) who was a director of a VCC ( VCC A ) at the time that the name of VCC A had been struck off the register under section 344 of the Companies Act 1967 as applied by section 130; and ( b ) who, within a period of 5 years immediately before the date on which the name of VCC A was struck off the register — (i) had been a director of not less than 2 other VCCs the names of which have been struck off that register; and (ii) was a director of each of those VCCs at the time its name was so struck off, must not act as a director of, or in any way (whether directly or indirectly) take part in or be concerned in the management of, any other VCC for a period of 5 years commencing immediately after the date on which the name of VCC A was struck off. (2) A person who contravenes subsection (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 2 years or to both. (3) A person who is subject to a disqualification under subsection (1) may apply to the Court for permission to act as a director of, or to take part in or be concerned in the management of, a VCC during the period of disqualification upon giving the Minister at least 14 days’ notice of his or her intention to apply for such permission. [Act 25 of 2021 wef 01/04/2022] (4) On the hearing of the application, the Minister may be represented at the hearing and may oppose the granting of the application.


document_id: vcca-2018
provision_ref: s61
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 61
title: Disqualification under Limited Liability Partnerships Act 2005 and Companies Act 1967
content:
61. —(1) Subject to section 5, section 155C of the Companies Act 1967 applies in relation to a VCC as it applies in relation to a company. (2) Subject to any permission which the Court may give pursuant to an application under subsection (3), a person who is subject to a disqualification or disqualification order under section 149, 149A, 154, 155 or 155A of the Companies Act 1967 must not act as a director of, or in any way (whether directly or indirectly) take part in or be concerned in the management of, any VCC during the period of the disqualification or disqualification order. [28/2019] [Act 25 of 2021 wef 01/04/2022] (3) A person who is subject to a disqualification or disqualification order under section 149, 154, 155 or 155A of the Companies Act 1967, may apply to the Court for permission to act as a director of, or to take part in or be concerned in the management of, a VCC during the period of the disqualification or disqualification order, upon giving the Minister at least 14 days’ notice of his or her intention to apply for such permission. [28/2019] [Act 25 of 2021 wef 01/04/2022] (4) On the hearing of any application under subsection (3), the Minister may be represented at the hearing and may oppose the granting of the application. (5) A person who contravenes subsection (2) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 2 years or to both.


document_id: vcca-2018
provision_ref: s61A
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 61A
title: Debarment under Companies Act 1967
content:
61A. —(1) A person who has a debarment order made against him or her under section 155B of the Companies Act 1967 must not — ( a ) except in respect of a VCC of which the person is a director immediately before the making of the order, act as director of any VCC; or ( b ) except in respect of a VCC of which the person is a secretary immediately before the making of the order, act as secretary of any VCC. [28/2019] (2) Subsection (1) applies from (and including) the date that the debarment order is made until such time as the Registrar of Companies cancels or suspends the order under the Companies Act 1967. [28/2019] (3) A person who contravenes subsection (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 2 years or to both. [28/2019] Subdivision (3) &#x2014; Duties and powers of directors, etc.


document_id: vcca-2018
provision_ref: s62
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 62
title: Disclosure by director of interests in transactions, property, offices, etc.
content:
62. —(1) Section 156 of the Companies Act 1967 applies to a director of a VCC as respects the VCC as it applies to a director of a company as respects the company, subject to section 5 and subsection (2). (2) For the purpose of subsection (1), the reference in section 156(4) of the Companies Act 1967 to a corporation which by virtue of section 6 of that Act is deemed to be related to the company is to a related corporation of the VCC.


document_id: vcca-2018
provision_ref: s63
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 63
title: Duty and liability of officers, etc.
content:
63. —(1) Section 157(1), (2), (3) and (5) of the Companies Act 1967 applies in relation to a director, officer or agent of a VCC as it applies in relation to a director, officer or agent of a company, subject to section 5 and subsections (2) and (3). (2) For the purpose of subsection (1), a reference in section 157(2), (3) and (5) of the Companies Act 1967 to an agent of the company is to an agent of the VCC, the manager of the VCC, the custodian of the VCC (being a non‑umbrella VCC), or any person who at any time has been such agent, manager or custodian. (3) In addition to the duties imposed on a director or officer of a VCC under subsection (1), a director or officer of a VCC also owes the same duties to the VCC as those owed by a director or officer of a company to the company under the common law.


document_id: vcca-2018
provision_ref: s64
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 64
title: Powers of directors
content:
64. Sections 157A, 157B, 157C, 158 and 159 of the Companies Act 1967 apply in relation to a VCC and a director of a VCC as they apply in relation to a company and a director of a company, subject to section 5 and the following modifications: ( a ) the reference in section 157C(1)( b ) of the Companies Act 1967 to a professional adviser or an expert includes the manager of the VCC; ( b ) section 159( b ) of the Companies Act 1967 is omitted.


document_id: vcca-2018
provision_ref: s65
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 65
title:
Loans and quasi-loans to directors, credit transactions and related arrangements, etc., and related provisions

content:
65. —(1) Sections 162, 163, 163A and 163B of the Companies Act 1967 apply in relation to a VCC as they apply in relation to a company, subject to section 5, subsection (2) and the following modifications: ( a ) a reference in any of those sections of the Companies Act 1967 to a company that by virtue of section 6 of that Act is deemed to be related to the company, or to a related company, is to a company that is a related corporation of the VCC; ( b ) sections 162(3), (4), (5) and (10) and 163(3D)( b ) and ( c ) and (4)( b ) of the Companies Act 1967 are omitted; ( c ) a reference to another company or the other company in section 163(1), (3D)( a ) or (4)( a ) of the Companies Act 1967 is to a company or another VCC. (2) In section 163 of the Companies Act 1967, a person who has an interest in a share is treated as having an interest in the voting power conferred on the holder of that share.


document_id: vcca-2018
provision_ref: s66
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 66
title: Register of director’s shareholdings
content:
66. —(1) A VCC must keep a register showing, with respect to each director of the VCC, particulars of — ( a ) shares in the VCC or in a related corporation, being shares of which the director is a registered holder or in which the director has an interest, and the nature and extent of that interest; ( b ) debentures of the VCC or a related corporation which are held by the director or in which the director has an interest, and the nature and extent of that interest; ( c ) units in a collective investment scheme made available by a related corporation of the VCC which are held by the director or in which the director has an interest, and the nature and extent of that interest; ( d ) rights or options of the director or of the director and another person in respect of the acquisition or disposal of shares in the VCC or a related corporation; and ( e ) contracts to which the director is a party or under which the director is entitled to a benefit, being contracts under which a person has a right to call for or to make delivery of shares in the VCC or in a related corporation. (2) A VCC need not show in its register, with respect to a director, particulars of shares in a related corporation that is a wholly‑owned subsidiary of the VCC or of another corporation. (3) A VCC that is a wholly-owned subsidiary of another company or VCC (called in this subsection an entity) is treated as having complied with this section in relation to — ( a ) a director of that entity; or ( b ) a chief executive officer (as defined in section 4(1) of the Companies Act 1967 of that entity (being a company)), whether or not he or she is also a director of that entity, if the particulars required by this section to be shown in the registers of the VCC with respect to the director or chief executive officer (as the case may be) are shown in the registers of the entity. (4) For the purposes of subsections (2) and (3), a company or VCC (called in this subsection the first entity) is a wholly‑owned subsidiary of another company or VCC (called in this subsection the second entity) if the first entity does not have any member that is not — ( a ) the second entity; ( b ) a nominee of the second entity; ( c ) a subsidiary of the second entity, being a subsidiary that does not have any member that is not the second entity or a nominee of the second entity; or ( d ) a nominee of such a subsidiary. (5) A VCC must, within 3 days after receiving notice from a director under section 165(1)( a ) of the Companies Act 1967 as applied by section 67, enter in its register in relation to the director the particulars mentioned in subsection (1), including — ( a ) the number and description of shares, debentures, units in a collective investment scheme (if applicable), rights, options and contracts to which the notice relates; and ( b ) the particulars mentioned in subsection (6) in respect of shares, debentures, units in a collective investment scheme (if applicable), rights or options acquired or contracts entered into after the director became a director. (6) The particulars in subsection (5)( b ) are — ( a ) the price or other consideration for the transaction (if any) by reason of which an entry is required to be made under this section; and ( b ) the date of — (i) the agreement for the transaction or (if it is later) the completion of the transaction; or (ii) where there was no transaction, the occurrence of the event by reason of which an entry is required to be made under this section. (7) A VCC must, within 3 days after receiving a notice from a director under section 165(1)( b ) of the Companies Act 1967 as applied by section 67, enter in its register the particulars of the change mentioned in the notice. (8) A VCC is not, by reason of anything done under this section, to be taken for any purpose to have notice of, or to be put upon inquiry as to, the right of a person or in relation to a share in the VCC or a debenture of the VCC. (9) Subject to this section, a VCC must keep its register at its registered office, and the register must be open for inspection — ( a ) by a member of the VCC without charge; and ( b ) by any other person on payment for each inspection of a sum of $3 or such lesser sum as the VCC requires. (10) A person may request a VCC to provide the person with a copy of its register or any part of the register on payment in advance of a sum of $1 or such lesser sum as the VCC requires for every page or part of a page required to be copied, and the VCC must send the copy to that person within 21 days or such longer period as the Registrar thinks fit after the day the VCC received the request. (11) The Registrar may by written notice require a VCC to send to the Registrar within such time as may be specified in the notice a copy of its register or any part of its register. (12) It is a defence to a prosecution for failing to comply with subsection (1) or (5) in respect of particulars relating to a director if the defendant proves that the failure was due to the failure of the director to comply with section 165 of the Companies Act 1967 as applied by section 67 with respect to those particulars. (13) In this section, a reference to a person who holds or acquires shares, debentures or units in a collective investment scheme, or an interest in any of these, includes a person who, under an option, holds or acquires a right to acquire or dispose of a share, debenture or a unit in a collective investment scheme, or an interest in any of these. (14) For the purposes of this section and section 165 of the Companies Act 1967 as applied by section 67, section 7 of the Companies Act 1967 (except subsection (3)) as applied by section 2(6), and section 2(7), apply in determining whether a person has an interest in a debenture or unit in a collective investment scheme, and in applying section 7 of the Companies Act 1967, a reference to a share is to a debenture or unit in a collective investment scheme. (15) For the purposes of this section — ( a ) a director of a VCC is considered to hold or have an interest or a right in or over any shares or debentures if — (i) a wife or husband of the director (not being herself or himself a director of the VCC) holds or has an interest or a right in or over those shares or debentures; or (ii) a child below 18 years of age of that director (not being himself or herself a director of the VCC) holds or has an interest in those shares or debentures; ( b ) a contract, assignment or right of subscription is considered as having been entered into or exercised or made by a director if it is entered into, exercised or made by — (i) the wife or husband of the director (not being herself or himself a director of the VCC); or (ii) a child below 18 years of age of the director (not being himself or herself a director of the VCC); and ( c ) a grant is considered as having been made to a director if it is made to — (i) the wife or husband of the director (not being herself or himself a director of the VCC); or (ii) a child below 18 years of age of the director (not being himself or herself a director of the VCC). (16) In subsection (15), “child” includes stepson, adopted son, stepdaughter and adopted daughter. (17) If subsection (1), (5), (7), (9) or (10) is contravened, the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $15,000 or to imprisonment for a term not exceeding 3 years and, in the case of a continuing offence, to a further fine of $1,000 for every day or part of a day during which the offence continues after conviction.


document_id: vcca-2018
provision_ref: s67
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 67
title: Disclosure of director’s emoluments and general duty to make disclosure
content:
67. Sections 164A and 165 of the Companies Act 1967 apply in relation to a VCC and a director of a VCC, as they apply in relation to a company and a director of a company, subject to sections 5 and 66(14) and the following modifications: ( a ) the reference in section 164A(1)( a ) of the Companies Act 1967 to the company itself if it is registered as its own member is to a subsidiary of the VCC that is registered as a member of the VCC; ( b ) the reference to treasury shares in section 164A(1)( b ) of the Companies Act 1967 is to shares held by a subsidiary of the VCC under section 22(6) or (11) (if any); ( c ) the reference in section 165(1) of the Companies Act 1967 to section 164 of that Act is to section 66; ( d ) all references in section 165 of the Companies Act 1967 relating to a chief executive officer are omitted; ( e ) section 165(7), (8) and (10) of the Companies Act 1967 is omitted. [28/2019]


document_id: vcca-2018
provision_ref: s68
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 68
title: Payments to director for loss of office, and director’s emoluments
content:
68. Sections 168 and 169 of the Companies Act 1967 apply in relation to a VCC as they apply in relation to a company, subject to section 5 and the following modifications: ( a ) a reference in section 168(1B)( a ) and (7) of the Companies Act 1967 to a corporation which is by virtue of section 6 of that Act deemed to be related to the company is to a related corporation of the VCC; ( b ) section 168(5)( a ) of the Companies Act 1967 is omitted; ( c ) the reference in section 168(2) of the Companies Act 1967 to any requirement of the Take‑over Code mentioned in section 139 of the Securities and Futures Act 2001 is omitted. Subdivision (4) &#x2014; Secretaries


document_id: vcca-2018
provision_ref: s69
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 69
title: Secretary
content:
69. Subject to section 5, section 171 (except subsections (1AA)( a ), (1AB), (1C), (1D) and (2)) of the Companies Act 1967 applies in relation to a VCC and the directors and secretary of a VCC as it applies in relation to a company or public company (as the case may be) and the directors and secretary of a company, private company or public company. Division 5 &#x2014; Provisions applicable to officers


document_id: vcca-2018
provision_ref: s70
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 70
title: Officer liability, insurance and third party indemnity
content:
70. Sections 172, 172A and 172B of the Companies Act 1967 apply in relation to a VCC as they apply in relation to a company, subject to section 5 and the following modifications: ( a ) the reference in section 172B(4) of the Companies Act 1967 to section 76A(13) of that Act is omitted; ( b ) the reference in section 172B(1)( b )(ii) of the Companies Act 1967 to a related company is to a company that is a related corporation of the VCC.


document_id: vcca-2018
provision_ref: s71
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 71
title: Registers of directors, secretaries, auditors and managers
content:
71. —(1) Subject to section 5, section 173 of the Companies Act 1967 applies in relation to a VCC, a director, a secretary or an auditor of a VCC, and a VCC’s register of directors, register of secretaries or register of auditors, as it applies in relation to a company, a director, secretary or auditor of a company, and a company’s register of directors, register of secretaries or register of auditors. (2) Subject to section 5, section 173F(1), (3), (4) and (5) of the Companies Act 1967 applies in relation to a register of directors, register of secretaries and register of auditors of a VCC, as it applies in relation to those registers of a company. (3) The Registrar must, in respect of each VCC, keep a register of the VCC’s managers. (4) The register of managers of a VCC must contain the following information in respect of each manager of the VCC: ( a ) full name and any former name; ( b ) the address of the manager’s principal place of business; ( c ) date of appointment; ( d ) date of cessation of appointment. (5) Section 173(4), (8), (9) and (10) of the Companies Act 1967 applies in relation to a manager and the register of managers of a VCC as it applies in relation to a director and the register of directors of a company. (6) Any document required to be served under this Act on a person who is for the time being a manager of a VCC is sufficiently served if addressed to the person and left at or sent by post to the address that is entered in the register of managers. (7) Where the Registrar has reasonable cause to believe that a manager has ceased to be a person mentioned in section 46(2), the Registrar may on his or her own initiative amend the register of managers of the VCC to indicate that the person has ceased to be a manager of the VCC by virtue of that fact. (8) Where the Registrar has reasonable cause to believe that he or she has made an amendment to the register of managers under subsection (7) under a mistaken belief that a manager of a VCC has ceased to be a person mentioned in section 46(2), the Registrar may on his or her own initiative amend the register of managers to restore the name of the person in such register.


document_id: vcca-2018
provision_ref: s72
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 72
title: Duty to provide information
content:
72. —(1) Section 173A of the Companies Act 1967 applies in relation to a VCC as it applies in relation to a company, subject to section 5 and the following modifications: ( a ) a reference in section 173A of the Companies Act 1967 to a chief executive officer is to a manager of the VCC; ( b ) a reference in section 173A of the Companies Act 1967 to the register of chief executive officers in section 173(5) of that Act is to the register of managers; ( c ) a reference in section 173A(1) of the Companies Act 1967 to information required under section 173(5) of that Act is to information required under section 71(4). (2) Section 173B of the Companies Act 1967 applies to a director, a manager, a secretary and an auditor of a VCC as it applies to a director, a chief executive officer, a secretary and an auditor of a company, subject to section 5 and the following modifications: ( a ) section 173B(4) of the Companies Act 1967 does not apply to a manager; ( b ) a reference in section 173B of the Companies Act 1967 to a chief executive officer, the register of chief executive officers, and information referred to in section 173(5) of that Act, are to the manager, the register of managers and information mentioned in section 71(4), respectively. (3) If a VCC fails to comply with section 173A(1) of the Companies Act 1967 as applied by subsection (1), the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $5,000, and also to a default penalty. (4) Subject to section 75(4), (5) and (6), a person who fails to comply with section 173B of the Companies Act 1967 as applied by subsection (2) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $5,000, and also to a default penalty.


document_id: vcca-2018
provision_ref: s73
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 73
title: Duty to keep consents of directors, secretaries and managers
content:
73. —(1) Section 173C of the Companies Act 1967 applies in relation to a VCC as it applies in relation to a company, subject to section 5 and subsections (2) and (3). (2) In addition to the matters in section 173C of the Companies Act 1967, every VCC must keep at its registered office — ( a ) in respect of each director, the statement mentioned in section 49( b ); and ( b ) in respect of each manager — (i) a signed copy of the manager’s consent to act as manager; and (ii) the statement mentioned in section 47(2)( b ). (3) If section 173C of the Companies Act 1967 as applied by subsection (1) or (2), is contravened, the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $5,000, and also to a default penalty.


document_id: vcca-2018
provision_ref: s74
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 74
title: Self-notification in certain circumstances
content:
74. —(1) Section 173E of the Companies Act 1967 applies to a director or secretary of a VCC as it applies to a director or secretary of a company. (2) A manager of a VCC that ceases to be a person mentioned in section 46(2) — ( a ) must notify the VCC of the cessation as soon as practicable but not later than 14 days after the manager ceases to be such a person; and ( b ) may give the notice mentioned in section 173A(1)( b ) of the Companies Act 1967 as applied by section 72 to the Registrar if the manager has reasonable cause to believe that the VCC will not do so. (3) The manager of a VCC the appointment of which is revoked or has otherwise ceased may give to the Registrar the notice mentioned in section 173A(1)( b ) of the Companies Act 1967 as applied by section 72, if the manager has reasonable cause to believe that the VCC will not do so. (4) A manager that has changed its address entered in the register of managers may give to the Registrar the notice mentioned in section 173A(1)( b ) of the Companies Act 1967 as applied by section 72, if the manager has reasonable cause to believe that the VCC will not do so.


document_id: vcca-2018
provision_ref: s75
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 75
title: Provision of residential address to Registrar
content:
75. —(1) Subject to this section, every director and secretary of a VCC must — ( a ) at incorporation or within 14 days after the date of his or her appointment (as the case may be), give notice to the Registrar of his or her residential address, unless his or her residential address has already been entered in the register of directors or register of secretaries; and ( b ) if there is any change to his or her residential address, give notice to the Registrar of the particulars of the change within 14 days after the change, unless such change has already been entered in the register of directors or register of secretaries. (2) Where a director or secretary of a VCC has made a report of a change of his or her residential address under section 10 of the National Registration Act 1965, he or she is taken to have notified the Registrar of the change in compliance with subsection (1)( b ). (3) Subject to subsection (4), a person who fails to comply with subsection (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $5,000, and also to a default penalty. (4) A director or secretary who has opted to provide the VCC with an alternate address instead of his or her residential address for the purpose of section 173(3)( b ) or (6)( b ) of the Companies Act 1967 as applied by section 71, must ensure that the alternate address that he or she has provided is and continues to be an address at which he or she may be located. (5) A person who contravenes subsection (4) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 2 years or to both. (6) For the purposes of subsection (4), a director or secretary is located at an address if he or she may be physically found at the address after reasonable attempts have been made to contact him or her at the address. (7) Despite sections 9 and 10, where the residential address of a person is notified to the Registrar under subsection (1), or is transmitted to the Registrar by the Commissioner of National Registration under section 11 of the National Registration Act 1965, that residential address is protected from disclosure, and is not available for public inspection or access, except — ( a ) as provided for under this section or section 76; or ( b ) where the residential address is entered in the register of directors or register of secretaries. (8) This section and section 76 do not prevent the residential address of an individual that is notified to the Registrar under subsection (1), or transmitted to the Registrar by the Commissioner of National Registration under section 11 of the National Registration Act 1965, from — ( a ) being used by the Registrar for the purposes of any communication with the individual; ( b ) being disclosed for the purposes of issuing any summons or other legal process against the individual for the purposes of this Act or any other written law; ( c ) being disclosed in compliance with the requirement of any court or the provisions of any written law; ( d ) being disclosed for the purpose of assisting any public officer or officer of any other statutory body in the investigation or prosecution of any offence under any written law; or ( e ) being disclosed in such other circumstances as may be prescribed.


document_id: vcca-2018
provision_ref: s76
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 76
title: When residential address may be entered in register in place of alternate address
content:
76. —(1) Where — ( a ) the alternate address of a director or secretary is entered in the register of directors or register of secretaries, as the case may be; and ( b ) the circumstances set out in subsection (2) apply, the Registrar may enter the residential address of the director or secretary in the register of directors or register of secretaries, as the case may be. (2) Subsection (1) applies where — ( a ) communications sent by the Registrar under this Act, or by any officer of ACRA under any ACRA‑administered Act to the director or secretary (as the case may be) at his or her alternate address and requiring a response within a specified period remain unanswered; or ( b ) there is evidence to show that service of any document under this Act or under any ACRA‑administered Act at the alternate address is not effective to bring it to the notice of the director or secretary, as the case may be. (3) Before proceeding under subsection (1), the Registrar must give notice to the director or secretary affected, and to every VCC of which the Registrar has been notified under this Act that the individual is a director or secretary, as the case may be. (4) The notice mentioned in subsection (3) must — ( a ) state the grounds on which it is proposed to enter the individual’s residential address in the register of directors or register of secretaries, as the case may be; and ( b ) specify a period within which representations may be made before that is done. (5) The Registrar must take account of any representations received within the specified period. (6) Where the Registrar enters the residential address in the register of directors or register of secretaries under subsection (1), the Registrar must give notice of that fact to the director or secretary affected, and to every VCC of which the Registrar has been notified under this Act that the individual is a director or secretary, as the case may be. (7) A notice to a director or secretary under subsection (3) or (6) must be sent to the individual at his or her residential address unless it appears to the Registrar that service at that address may be ineffective to bring it to the individual’s notice, in which case it may be sent to any other last known address of that individual. (8) Where the Registrar enters an individual’s residential address in the register of directors or secretaries under subsection (1), or a Registrar appointed under any other ACRA‑administered Act discloses and makes available for public inspection under that Act the particulars of an individual’s residential address under a provision of that Act equivalent to subsection (1) — ( a ) the residential address ceases to be protected under section 75(7) from disclosure or from public inspection or access; and ( b ) the individual is not, for a period of 3 years after the date on which the residential address is entered in the register of directors or register of secretaries, allowed to provide an alternate address under section 173B(1)( b ) of the Companies Act 1967 as applied by section 72(2), or section 173E(4) of the Companies Act 1967 as applied by section 74(1), as the case may be. (9) Any individual aggrieved by the Registrar’s decision under subsection (1) may, within 30 days after the date of receiving the notice under subsection (6), appeal to the Court which may confirm the decision or give such directions in the matter as seem proper or otherwise determine the matter. (10) In this section, “ACRA-administered Act” means the Accounting and Corporate Regulatory Authority Act 2004 and any of the written laws specified in the Second Schedule to that Act. Division 6 &#x2014; Meetings and proceedings


document_id: vcca-2018
provision_ref: s76A
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 76A
title: Arrangements for meetings
content:
76A. —(1) This section applies to the following types of meetings: ( a ) any general meeting of a VCC (including an annual general meeting and an extraordinary general meeting); ( b ) any meeting of any class of members of a VCC; ( c ) any meeting ordered by the Court under section 182 of the Companies Act 1967 as applied by section 80, if the Court so directs. (2) Unless excluded under subsection (5) or (7), a meeting to which this section applies may be held — ( a ) at a physical place; ( b ) at a physical place and using virtual meeting technology; or ( c ) using virtual meeting technology only. (3) Where a meeting to which this section applies under subsection (2)( b ) or ( c ) is held, the meeting may be held without any number of those participating in the meeting being together at the same place. (4) Unless excluded or modified under subsection (5) or excluded under subsection (7), where a meeting to which this section applies is held (whether wholly or partly) using virtual meeting technology — ( a ) a reference in this Act (including a reference in the Companies Act 1967 as applied by this Act) to any person (including any member of a VCC) attending a meeting includes a person who is attending the meeting using virtual meeting technology; ( b ) a reference in this Act (including a reference in the Companies Act 1967 as applied by this Act) to any person (including any member of a VCC) present or personally present at a meeting includes a person who attends the meeting using virtual meeting technology; ( c ) subject to paragraph ( f ), a reference in this Act (including a reference in the Companies Act 1967 as applied by this Act) to a vote of a member of a VCC at a meeting (including a vote for the purposes of electing a chairperson of a meeting), includes a vote by electronic means or any other means permitted by the constitution of the VCC; ( d ) subject to paragraph ( f ), a reference in this Act (including a reference in the Companies Act 1967 as applied by this Act) to voting by a member of the VCC at a meeting (including voting for the purposes of electing a chairperson of a meeting), includes voting by electronic means or any other means permitted by the constitution of the VCC; ( e ) subject to paragraph ( f ), a reference in this Act (including a reference in the Companies Act 1967 as applied by this Act) to the entitlement or right of a person to vote at a meeting includes, where the person is present by virtual meeting technology, the entitlement or right to vote by electronic means or any other means permitted by the constitution of the VCC; ( f ) a reference in this Act (including a reference in the Companies Act 1967 as applied by this Act) to voting by a person on a show of hands at a meeting includes, where the person is present by virtual meeting technology, voting by the person by electronic means or any other means permitted by the constitution of the VCC but only if the person can be identified — (i) by any method that may be prescribed relating to the verification or authentication of the identity of persons attending the meeting; or (ii) if no method is so prescribed, by any method that the directors of the VCC may determine; ( g ) a reference in this Act (including a reference in the Companies Act 1967 as applied by this Act) to the entitlement or right of a person to be heard at a meeting includes, where the person is present by virtual meeting technology, the entitlement or right to be heard by any means of synchronous communication that the directors of the VCC may determine; ( h ) a reference in this Act (including a reference in the Companies Act 1967 as applied by this Act) to the right of a person to speak on any resolution before a meeting includes, where the person is present by virtual meeting technology, the right to communicate by any means of synchronous communication that the directors of the VCC may determine; ( i ) a reference in this Act (including a reference in the Companies Act 1967 as applied by this Act) to the right of a person to speak at a meeting includes, where the person is present by virtual meeting technology, the right to communicate by any means of synchronous communication that the directors of the VCC may determine; ( j ) a reference in this Act (including a reference in the Companies Act 1967 as applied by this Act) to any representation being read out or declaration being made at a meeting includes the communication of that representation or declaration at the meeting by any means of synchronous communication that the directors of the VCC may determine; ( k ) a reference in this Act (including a reference in the Companies Act 1967 as applied by this Act) to an auditor’s report being read before the VCC in general meeting includes the communication of the contents of that auditor’s report at the general meeting by any means of synchronous communication that the directors of the VCC may determine; ( l ) a reference in this Act (including a reference in the Companies Act 1967 as applied by this Act) to the laying of a statement, financial statement, consolidated financial statement, balance sheet, auditor’s report or other document before a meeting of the VCC includes producing or making available the relevant document — (i) on a website; or (ii) by any other means that the VCC may by ordinary resolution determine; and ( m ) a reference in this Act (including a reference in the Companies Act 1967 as applied by this Act) to any statement, financial statement, consolidated financial statement, balance sheet, auditor’s report or other document being laid or caused to be laid before the VCC at a meeting includes the relevant document being produced or made available or caused to be produced or made available — (i) on a website; or (ii) by any other means that the VCC may by ordinary resolution determine. (5) This section applies despite the provisions contained in a VCC’s constitution, except where — ( a ) in the case of a VCC incorporated before 1 July 2023, the VCC on or after that date amends or alters its constitution — (i) to exclude the application of paragraph ( b ) or ( c ) of subsection (2) (or both) in respect of all or any meetings to which this section applies; or (ii) to exclude or modify the application of paragraphs ( a ) to ( m ) of subsection (4) (or any of those paragraphs) in respect of all or any meetings to which this section applies; or ( b ) in the case of a VCC incorporated on or after 1 July 2023 — (i) the constitution of the VCC — (A) excludes the application of paragraph ( b ) or ( c ) of subsection (2) (or both) in respect of all or any meetings to which this section applies; or (B) excludes or modifies the application of paragraphs ( a ) to ( m ) of subsection (4) (or any of those paragraphs) in respect of all or any meetings to which this section applies; or (ii) the VCC at any time after its incorporation amends or alters its constitution — (A) to exclude the application of paragraph ( b ) or ( c ) of subsection (2) (or both) in respect of all or any meetings to which this section applies; or (B) to exclude or modify the application of paragraphs ( a ) to ( m ) of subsection (4) (or any of those paragraphs) in respect of all or any meetings to which this section applies. (6) In subsection (4), a reference to a member of a VCC includes, where appropriate, the member’s proxy or the member’s representative. (7) The Minister may, by order in the Gazette , exclude the application of subsection (2)( c ) in respect of any prescribed class of VCCs. (8) To avoid doubt and subject to the constitution of the VCC, nothing in this Act prohibits a meeting of the board of directors of a VCC, or a committee consisting of one or more directors of a VCC, from being held — ( a ) at a physical place and using virtual meeting technology; or ( b ) using virtual meeting technology only. [Act 17 of 2023 wef 01/07/2023]


document_id: vcca-2018
provision_ref: s77
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 77
title: Annual general meeting
content:
77. —(1) Subject to this section and section 78, a general meeting of every VCC called the “annual general meeting” must, in addition to any other meeting, be held after the end of each financial year within 6 months. (2) The Registrar may extend the period mentioned in subsection (1) — ( a ) upon an application by the VCC, if the Registrar thinks there are special reasons to do so; or ( b ) in respect of any prescribed class of VCCs. (3) Subject to notice being given to all persons entitled to receive notice of the meeting, a general meeting may be held at any time and the VCC may resolve that any meeting held or summoned to be held is the annual general meeting of the VCC. (4) If default is made in holding an annual general meeting — ( a ) the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $5,000, and also to a default penalty; and ( b ) the Court may on the application of any member order a general meeting to be called. (5) The Minister may, by order in the Gazette , specify such other period in substitution of the period mentioned in subsection (1).


document_id: vcca-2018
provision_ref: s78
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 78
title: When VCC need not hold annual general meeting
content:
78. —(1) A VCC need not hold an annual general meeting for a financial year if — ( a ) the directors of the VCC give written notice to the VCC’s members, at least 60 days before the last date on which a VCC must hold an annual general meeting under section 77, that an annual general meeting for the financial year will not be held; or ( b ) the VCC has sent to all persons entitled to receive notice of general meetings of the VCC the documents mentioned in section 105(1) and (2) within the period specified in section 105(1)( b ). (2) The notice under subsection (1) may specify more than one financial year for which an annual general meeting will not be held, and subsection (1) is effective for each of those years. (3) However, subsection (1) does not affect any liability already incurred by reason of default in holding an annual general meeting. (4) For any financial year in which — ( a ) an annual general meeting would be required to be held but for this section; and ( b ) no such meeting has been held, one or more members of the VCC holding, or together holding, not less than 10% of the total number of paid-up shares carrying the right of voting at general meetings may, by notice to the VCC not later than 14 days before the date by which an annual general meeting would have been required under section 77 to be held, require the holding of an annual general meeting for that financial year. (5) The power of a member under subsection (4) to require the holding of an annual general meeting is exercisable not only by the giving of a notice but also by the transmission to the VCC at such address as may for the time being be specified for the purpose by or on behalf of the VCC of an electronic communication containing the requirement. (6) If such a notice is given or an electronic communication is transmitted, section 77(1) and (4) applies with respect to the calling of the meeting and the consequences of default. (7) Unless the contrary intention appears, if a VCC need not hold an annual general meeting for a financial year then, for that financial year — ( a ) a reference in a provision of this Act (including a provision of the Companies Act 1967 as applied by this Act) to the doing of anything at an annual general meeting is to the doing of that thing by way of a resolution by written means under section 184A of the Companies Act 1967 as applied by section 80(3); ( b ) a reference in a provision of this Act (including a provision of the Companies Act 1967 as applied by this Act) to the date or conclusion of an annual general meeting is, unless the meeting is held, to the date of expiry of the period within which an annual general meeting is required under section 77 to be held; and ( c ) the reference in section 97(1) to the lodging of a return with the Registrar after its annual general meeting is to the lodging of that return after the VCC has sent to all persons entitled to receive notice of general meetings of the VCC the documents mentioned in section 105(1) and (2). (8) In this section, an address of a person includes any number or address used for electronic communication.


document_id: vcca-2018
provision_ref: s79
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 79
title: Convening of extraordinary general meeting on requisition and calling of meetings
content:
79. Sections 176 and 177 of the Companies Act 1967 apply in relation to a VCC as they apply in relation to a company with a share capital, subject to section 5 and the following modifications: ( a ) a reference to treasury shares in sections 176(1A) and 177(1) of the Companies Act 1967 is to shares held by a subsidiary of a VCC under section 22(6) or (11) (if any); ( b ) section 177(4) of the Companies Act 1967 is omitted; ( c ) all references relating to a company not having a share capital are omitted.


document_id: vcca-2018
provision_ref: s80
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 80
title: Other provisions as to meetings and resolutions
content:
80. —(1) Sections 178 to 183 and 185 to 189 of the Companies Act 1967 apply in relation to a VCC as they apply in relation to a company having a share capital, subject to section 5 and the following modifications: ( a ) sections 178(1A), 180(3), (4) and (5) and 181(1B) of the Companies Act 1967 are omitted; ( b ) the reference in section 179(1) of the Companies Act 1967 relating to sections 64 and 64A of that Act is omitted; ( c ) the reference in section 179(5) of the Companies Act 1967 relating to section 41(9) of that Act is omitted; ( d ) a reference in sections 179(6) and (7), 182, 185 and 186 of the Companies Act 1967 to that Act or a provision of that Act are to this Act or any provision of this Act (including a provision of the Companies Act 1967 as applied by this Act), as the case may be; ( e ) the following provision applies in place of section 179(8) of the Companies Act 1967 (which provides that a reference to a member of a company under section 179 of that Act excludes the company itself if it is a member by reason of holding treasury shares): “ A reference in this section to a member of a VCC does not include a subsidiary of the VCC if it is such a member by reason only of its holding shares under section 22(6) or (11). ”; ( f ) the reference in section 180(2) of the Companies Act 1967 to the provisions of section 64 of that Act is to the provisions of the constitution of the VCC; ( g ) the following provision applies in place of section 183(2)( b ) of the Companies Act 1967 (which states the number of members needed for a requisition under section 183(1) of that Act): “ not less than 100 members holding shares in the VCC. ”; ( h ) the reference in section 186(1) of the Companies Act 1967 to a resolution passed under section 175A(1)( a ) of that Act is omitted; ( i ) all references in those sections of the Companies Act 1967 relating to a chief executive officer or to any stock or units of stock of a company are omitted. (2) Section 184 of the Companies Act 1967 applies in relation to a VCC as it applies in relation to a public company, subject to section 5 and the following modifications: ( a ) section 184(4A), (7) and (8) of the Companies Act 1967 is omitted; ( b ) the reference in section 184(4)( b )(i) of the Companies Act 1967 to treasury shares is to shares held by a subsidiary of the VCC under section 22(6) or (11) (if any); ( c ) the reference in section 184(5) of the Companies Act 1967 to the number of votes to which each member is entitled by that Act is omitted. [28/2019] (3) Sections 184A (except subsections (4A) and (9)), 184B, 184C, 184D, 184DA, 184E, 184F and 184G of the Companies Act 1967 apply in relation to a VCC as they apply in relation to a private company or an unlisted public company (as the case may be), subject to section 5 and the following modifications: ( a ) the reference in section 184A(2) of the Companies Act 1967 to a resolution mentioned in section 175A(1)( a ) of that Act is omitted; ( b ) a reference in sections 184A(1), (7) and (8), 184F(4) and 184G of the Companies Act 1967 to that Act is to this Act including any provision of the Companies Act 1967 as applied by this Act. Division 7 &#x2014; Register of members


document_id: vcca-2018
provision_ref: s81
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 81
title: Register of members
content:
81. —(1) A VCC must keep a register of its members and enter in it — ( a ) the name and address of each member; ( b ) a statement of the shares held by each member, distinguishing each share by its number (if any) or by the number (if any) of the certificate (if any) evidencing the member’s holding; ( c ) the name and registration number of the sub-fund, and share class (if applicable) to which the shares held by each member relates; ( d ) the amount paid or agreed to be considered as paid on the shares of each member; ( e ) the date at which the name of each person was entered in the register as a member; ( f ) the date at which any person who ceased to be a member during the previous 7 years so ceased to be a member; and ( g ) the date of every allotment of shares to members and the number of shares comprised in each allotment. (2) Despite subsection (1), a VCC may keep the names and particulars relating to persons who have ceased to be members of the VCC separately, and the names and particulars relating to former members need not be supplied to any person who applies for a copy of the register unless that person specifically requests the names and particulars of former members. (3) The register of members is prima facie evidence of any matter required or authorised by this Act to be included in it. (4) Every VCC having more than 50 members must — ( a ) unless the register of members is in such a form as to constitute in itself an index, keep an index in convenient form of the names of the members; and ( b ) within 14 days after the date on which any alteration is made in the register of members, make any necessary alteration to the index. (5) The index must, in respect of each member, contain a sufficient indication to enable the account of that member in the register to be readily found. (6) If subsection (1), (4) or (5) is contravened, the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $1,000, and also to a default penalty. (7) Sections 191 and 194 of the Companies Act 1967 apply in relation to the register of members and index of a VCC, as they apply in relation to the register of members and index of a public company, subject to section 5 and subsection (8). (8) In addition to the grounds in section 194(1) of the Companies Act 1967, an application under that provision may be made to the Court for any default in entering in the register of members any information in subsection (1) concerning shares held by a person. (9) Despite section 194 of the Companies Act 1967 as applied by subsection (7), a VCC may, without an application to the Court, at any time rectify any error or omission in the register of members (including any overstatement or understatement of the VCC’s issued share capital), but only if — ( a ) the rectification does not adversely affect any person; or ( b ) the person so adversely affected agrees to the rectification. (10) Where — ( a ) by reason of section 191(1)( b ) of the Companies Act 1967 as applied by subsection (7), the register of members is kept at the office of some person other than the VCC; and ( b ) by reason of any default of that other person, the VCC contravenes section 191(1) or (2) of the Companies Act 1967 as applied by subsection (7), section 82(1), (2) or (3), or any requirement of this Act as to the production of the register, then that other person shall be liable to the same penalties for such contravention as if the person were an officer of the VCC who was in default, and the power of the Court under section 399 of the Companies Act 1967 (as applied by section 160) extends to making an order against that other person as well as the person’s officers and employees. (11) Subject to section 5, section 195 of the Companies Act 1967 applies in relation to shares in a VCC as it applies in relation to shares in a company.


document_id: vcca-2018
provision_ref: s82
chapter: PART 6 - MANAGEMENT AND ADMINISTRATION
section: 82
title: Inspection of register
content:
82. —(1) Despite any duty of confidentiality or other restriction on the disclosure of information under any written law, common law or contract, a VCC must, on the request of — ( a ) the manager of the VCC; ( b ) the custodian of the VCC (being a non‑umbrella VCC); ( c ) a public authority, or any person acting on behalf of a public authority, for the purpose of enabling the public authority to administer or enforce any written law; or ( d ) any person entitled to inspect the register of members of the VCC pursuant to an order of the Court, provide to that person or public authority any information in the register of members of the VCC, or allow that person or public authority to inspect the register. (2) Despite any duty of confidentiality or other restriction on the disclosure of information under any written law, common law or contract, a VCC must, on the request of a member of the VCC, provide to the member any information in the register of members of the VCC relating to that member, or allow that member to inspect any part of the register relating to that member. (3) Despite any duty of confidentiality or other restriction on the disclosure of information under any written law, common law or contract, an umbrella VCC must, on the request of the custodian of a sub‑fund of the VCC, provide to the custodian any information in the register of members of the VCC relating to members holding shares issued in respect of that sub‑fund, or allow the custodian to inspect any part of the register relating to those members. (4) Any person or public authority allowed to inspect the register under subsection (1) may request the VCC to provide the person with a copy of the register, or any part of the register, on payment in advance of $1 or such lesser sum as the VCC requires for every page. (5) A member of a VCC or the custodian of a sub‑fund of a VCC may request the VCC to provide the member or custodian with a copy of any part of the register that relates to the member or a member of the VCC holding shares in respect of the sub‑fund (as the case may be), on payment in advance of $1 or such lesser sum as the VCC requires for every page. (6) The VCC must cause any copy requested under subsection (4) or (5) to be sent to the person, public authority, member or custodian within a period of 21 days (or such further period as agreed with the person, public authority, member or custodian) starting on the day immediately after the day on which the request is received by the VCC. (7) If any copy so requested is not sent within the period mentioned in subsection (6), the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $400, and also to a default penalty. (8) If subsection (1), (2) or (3) is contravened, the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $1,000, and also to a default penalty. (9) In this section, “public authority” means — ( a ) the Government, including any ministry, department or agency of the Government, or an Organ of State; ( b ) ACRA; ( c ) MAS; ( d ) any other statutory body; or ( e ) any tribunal appointed under any written law.


document_id: vcca-2018
provision_ref: s83
chapter: PART 7 - INTERNATIONAL OBLIGATIONS AND PREVENTION
section: 83
title: Directions and regulations to discharge Government’s international obligations
content:
83. —(1) MAS may, from time to time — ( a ) issue such directions concerning any VCC or class of VCCs; and ( b ) make such regulations concerning any VCC or class of VCCs or relating to the activities of any VCC or class of VCCs, as MAS considers necessary in order to discharge or facilitate the discharge of any obligation binding on Singapore by virtue of a decision of the Security Council of the United Nations. (2) A VCC to which a direction is issued under subsection (1)( a ) or that is bound by any regulations made under subsection (1)( b ) must comply with the direction or regulations despite any other duty imposed on the VCC by any rule of law, written law or contract. (3) In carrying out any act in compliance with any direction issued or regulations made under subsection (1), a VCC is not considered as being in breach of any such rule of law, written law or contract. (4) A VCC must not disclose any direction issued under subsection (1)( a ) if MAS notifies the VCC that MAS is of the opinion that the disclosure of the direction is against the public interest. (5) A VCC that — ( a ) contravenes any direction issued to it under subsection (1)( a ); ( b ) contravenes any regulations made under subsection (1)( b ); or ( c ) discloses a direction issued to it in contravention of subsection (4), shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $1 million. (6) Any regulation under subsection (1)( b ) may make provision for or in relation to a matter by applying, adopting or incorporating by reference (with or without modification) any regulation made under section 192 of the FSMA 2022 for the purposes of section 15 of that Act or a part of any such regulation, as in force at a particular time or from time to time, which relates to the same matter. [Act 18 of 2022 wef 28/04/2023]


document_id: vcca-2018
provision_ref: s84
chapter: PART 7 - INTERNATIONAL OBLIGATIONS AND PREVENTION
section: 84
title: Requirements for prevention of money laundering and terrorism financing
content:
84. —(1) MAS may, from time to time, issue such directions or make such regulations concerning any VCC or class of VCCs as MAS considers necessary for the prevention of money laundering or for the prevention of the financing of terrorism. (2) In particular, the directions and regulations may provide for — ( a ) customer due diligence measures to be conducted by VCCs to prevent money laundering and the financing of terrorism; and ( b ) the records to be kept for that purpose. (3) A VCC must — ( a ) conduct such customer due diligence measures as may be specified by the directions mentioned in subsection (2) that are issued to it, or as may be prescribed by the regulations mentioned in that subsection that are applicable to it; and ( b ) maintain records on transactions and information obtained through the conduct of those measures for such period and in such manner as may be specified by the directions mentioned in subsection (2) that are issued to it, or as may be prescribed by the regulations mentioned in that subsection that are applicable to it. (4) A VCC that contravenes — ( a ) any direction issued to it under subsection (1); ( b ) any regulation under subsection (1); or ( c ) subsection (3), shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $1 million and, in the case of a continuing offence, to a further fine of $100,000 for every day or part of a day during which the offence continues after conviction. (5) Any regulation under subsection (1) may make provision for or in relation to a matter by applying, adopting or incorporating by reference (with or without modification) any regulation made under section 192 of the FSMA 2022 for the purposes of section 16 of that Act or any part of any such regulation, as in force at a particular time or from time to time, which relates to the same matter. [Act 18 of 2022 wef 28/04/2023]


document_id: vcca-2018
provision_ref: s85
chapter: PART 7 - INTERNATIONAL OBLIGATIONS AND PREVENTION
section: 85
title: Inspection of VCCs for compliance with directions and regulations
content:
85. —(1) MAS may, from time to time, inspect under conditions of secrecy the books of — ( a ) a VCC; or ( b ) any subsidiary, branch, agency or office outside Singapore of a VCC, for the purpose of determining the extent of compliance by the VCC with the directions issued and the regulations made under sections 83 and 84. (2) MAS may appoint any person, including an auditor (not being an auditor of the VCC), to carry out an inspection under this section. (3) If the inspection is carried out on the ground that MAS has reason to believe that the VCC has contravened or is contravening any such direction or regulation, and if MAS so directs, then the VCC is liable to pay for the remuneration and expenses of any person appointed under subsection (2) for the inspection. (4) MAS may recover from the VCC the remuneration and expenses mentioned in subsection (3) as a civil debt due to MAS. (5) MAS may, in its discretion, waive the payment of all or any part of the remuneration and expenses mentioned in subsection (3). (6) Where, in the course of an inspection under subsection (1), MAS obtains any protected information as defined in section 17(1) of the FSMA 2022, and that information is not necessary for taking any action regarding non‑compliance with any direction issued or regulation made under section 83 or 84, then MAS must treat that information as secret. [Act 18 of 2022 wef 28/04/2023] (7) Subsection (6) does not prevent the transmission by MAS under — ( a ) section 172(1) of the FSMA 2022 as applied by subsection (11); or [Act 18 of 2022 wef 28/04/2023] ( b ) section 20(1), 22(1) or 25 of the FSMA 2022 as applied by section 88, 89 or 90, as the case may be, of any information to any authority mentioned in the applicable provision. [Act 18 of 2022 wef 28/04/2023] (8) Section 170 of the FSMA 2022 applies for the purpose of an inspection under subsection (1) as it applies for the purpose of an inspection under section 169(1) of that Act, subject to the necessary modifications and to subsection (9). [Act 18 of 2022 wef 28/04/2023] (9) In this section and section 170 of the FSMA 2022 as applied by subsection (8), “book” has the meaning given by section 17(1) of the FSMA 2022. [Act 18 of 2022 wef 28/04/2023] (10) Section 171 of the FSMA 2022 applies with the necessary modifications in relation to a written report produced by MAS in respect of a VCC following an inspection under subsection (1), as it applies in relation to a written report mentioned in that section. [Act 18 of 2022 wef 28/04/2023] (11) Section 172 of the FSMA 2022 applies in relation to information obtained from an inspection under subsection (1) as it applies in relation to information obtained from an inspection under section 169(1) of that Act, subject to the necessary modifications and the following further modifications: ( a ) the reference in section 172(1) of the FSMA 2022 to a corresponding authority as defined in section 17(1) of that Act, is to a corresponding authority as defined in section 86(1); [Act 18 of 2022 wef 28/04/2023] ( b ) the reference in section 172(1) of the FSMA 2022 to any AML/CFT requirement as defined in section 17(1) of that Act, is to any AML/CFT requirement as defined in section 86(1); [Act 18 of 2022 wef 28/04/2023] ( c ) the reference in section 172(2) of the FSMA 2022 to any prescribed written law as defined in section 17(1) of that Act or any requirement imposed under any such written law, is to this Act or any requirement imposed under this Act. [Act 18 of 2022 wef 28/04/2023] Division 2 &#x2014; Assistance to foreign authorities and
domestic authorities


document_id: vcca-2018
provision_ref: s86
chapter: PART 7 - INTERNATIONAL OBLIGATIONS AND PREVENTION
section: 86
title: Interpretation of this Division
content:
86. —(1) In this Division — “AML/CFT authority”, “supervision” and “supervisory action” have the meanings given by section 17 of the FSMA 2022, except that a reference to a foreign financial institution in the definitions of those terms in that section is to a foreign financial institution as defined in this subsection; [Act 18 of 2022 wef 28/04/2023] “AML/CFT requirement”, “applicable offence”, “domestic authority”, “employee”, “enforcement action”, “foreign country”, “information”, “investigation” and “public authority”, have the meanings given by section 17 of the FSMA 2022; [Act 18 of 2022 wef 28/04/2023] “corresponding authority” means a public authority of a foreign country that exercises a function that corresponds to a regulatory function of — ( a ) ACRA under this Act; ( b ) MAS under this Part; or ( c ) MAS under a prescribed written law as defined in section 17 of the FSMA 2022; [Act 18 of 2022 wef 28/04/2023] “director”, in relation to a VCC, includes — ( a ) any person, by whatever name described, occupying the position of a director of the VCC; ( b ) a person in accordance with whose directions or instructions the directors of the VCC are accustomed to act; and ( c ) an alternate director, or a substitute director, of the VCC; “executive officer”, in relation to a VCC, means any person, by whatever name described, who — ( a ) is in the direct employment of, or acting for or by arrangement with, the VCC; and ( b ) is concerned with or takes part in the management of the VCC on a day‑to‑day basis; “foreign financial institution” has the meaning given by section 17 of the FSMA 2022, except that the reference in the definition of that term in that section to a corresponding authority is to a corresponding authority as defined in this subsection; [Act 18 of 2022 wef 28/04/2023] “office holder”, in relation to a VCC, means any person acting as the liquidator or provisional liquidator of the VCC or any of its sub‑funds (if applicable), the receiver or the receiver and manager of the property of the VCC or any of its sub‑funds (if applicable), or acting in an equivalent capacity in relation to the VCC or any of its sub-funds (if applicable). (2) In this Division, an AML/CFT authority exercises consolidated supervision authority over a VCC if — ( a ) the VCC is a subsidiary of a foreign financial institution established or incorporated in the foreign country of the AML/CFT authority; and ( b ) the AML/CFT authority carries out consolidated supervision of the foreign financial institution, and its subsidiaries, branches, agencies and offices outside that foreign country, for compliance with the AML/CFT requirements of that foreign country that are applicable to the foreign financial institution. (3) To avoid doubt, the definition of “agent” in section 17 of the FSMA 2022 does not apply for the purposes of this Division. [Act 18 of 2022 wef 28/04/2023]


document_id: vcca-2018
provision_ref: s87
chapter: PART 7 - INTERNATIONAL OBLIGATIONS AND PREVENTION
section: 87
title: Purpose of Division
content:
87. The purposes of this Division are — ( a ) to enable MAS to provide information in relation to a VCC to an AML/CFT authority in connection with the AML/CFT authority’s supervision of foreign financial institutions carrying on any financial activities in that country for compliance with the AML/CFT requirements of that country applicable to those institutions, including the taking of supervisory action against them for a contravention of those requirements; ( b ) to enable MAS to provide information in relation to a VCC to a domestic authority in connection with — (i) an investigation into the commission or an alleged commission of an applicable offence by a person; (ii) an enforcement action against a person for the commission or an alleged commission of an applicable offence; or (iii) a supervisory action against a person regulated by the domestic authority for a contravention of an applicable AML/CFT requirement of Singapore; and ( c ) to enable an AML/CFT authority to carry out an inspection in Singapore of a VCC over which the AML/CFT authority exercises consolidated supervision authority.


document_id: vcca-2018
provision_ref: s88
chapter: PART 7 - INTERNATIONAL OBLIGATIONS AND PREVENTION
section: 88
title: Assistance to AML/CFT authorities
content:
88. Subdivision (2) of Division 2 of Part 4 of the FSMA 2022 applies in relation to a request to MAS from an AML/CFT authority for assistance in relation to a VCC as it applies in relation to a request to MAS from an AML/CFT authority (as defined in section 17 of that Act) for assistance in that subdivision, subject to the necessary modifications and the following further modifications: ( a ) [ Deleted by Act 18 of 2022 wef 28/04/2023 ] ( b ) the reference in section 19(1)( g )(ii) of the FSMA 2022 to the identity of the financial institution is to the identity of the VCC; [Act 18 of 2022 wef 28/04/2023] ( c ) the reference in section 19(3)( a ) of the FSMA 2022 to any direction issued under section 15 or 16 of that Act, or to any regulations made under section 192 of that Act for the purposes of section 15 or 16 of that Act (as the case may be), is to a direction or regulation issued or made under section 83 or 84, as the case may be; [Act 18 of 2022 wef 28/04/2023] ( d ) a reference in section 20 of the FSMA 2022 to any prescribed written law or any requirement imposed under any such written law is to any prescribed written law as defined in section 17(1) of that Act or this Act, or any requirement imposed under such prescribed written law or this Act; [Act 18 of 2022 wef 28/04/2023] ( e ) the reference in section 20(2)( a ) of the FSMA 2022 to a financial institution is to the VCC; [Act 18 of 2022 wef 28/04/2023] ( f ) the reference in section 20(2)( a ) of the FSMA 2022 to a chief executive, a director, an executive officer, an employee, an agent or an office holder of a financial institution, is to a director, an executive officer, the manager, an employee, an agent or an office holder of the VCC, the custodian of the VCC (being a non‑umbrella VCC) or the custodian of a sub‑fund of the VCC. [Act 18 of 2022 wef 28/04/2023]


document_id: vcca-2018
provision_ref: s89
chapter: PART 7 - INTERNATIONAL OBLIGATIONS AND PREVENTION
section: 89
title: Assistance to domestic authorities
content:
89. Subdivision (3) of Division 2 of Part 4 of the FSMA 2022 applies in relation to a request to MAS from a domestic authority for assistance in relation to a VCC as it applies in relation to a request to MAS from a domestic authority for assistance in that subdivision, subject to the necessary modifications and the following further modifications: ( a ) [ Deleted by Act 18 of 2022 wef 28/04/2023 ] ( b ) a reference in section 22 of the FSMA 2022 to any prescribed written law or any requirement imposed under any such written law is to any prescribed written law as defined in section 17(1) of that Act or this Act, or any requirement imposed under such prescribed written law or this Act; [Act 18 of 2022 wef 28/04/2023] ( c ) the reference in section 22(2) of the FSMA 2022 to a financial institution is to the VCC; [Act 18 of 2022 wef 28/04/2023] ( d ) the reference in section 22(2) of the FSMA 2022 to a chief executive, a director, an executive officer, an employee, an agent or an office holder of a financial institution, is to a director, an executive officer, the manager, an employee, an agent or an office holder of the VCC, the custodian of the VCC (being a non‑umbrella VCC) or the custodian of the sub‑fund of a VCC. [Act 18 of 2022 wef 28/04/2023]


document_id: vcca-2018
provision_ref: s90
chapter: PART 7 - INTERNATIONAL OBLIGATIONS AND PREVENTION
section: 90
title: Other provisions applicable to sections 88 and 89
content:
90. —(1) Subdivision (4) of Division 2 of Part 4 of the FSMA 2022 applies for the purposes of sections 88 and 89, subject to the necessary modifications and subsection (2). [Act 18 of 2022 wef 28/04/2023] (2) For the purpose of subsection (1), a reference in section 25 of the FSMA 2022 to any prescribed written law or any requirement imposed under any such written law is to any prescribed written law as defined in section 17(1) of the FSMA 2022 or this Act, or any requirement imposed under such prescribed written law or this Act. [Act 18 of 2022 wef 28/04/2023]


document_id: vcca-2018
provision_ref: s91
chapter: PART 7 - INTERNATIONAL OBLIGATIONS AND PREVENTION
section: 91
title: Inspection by AML/CFT authority
content:
91. —(1) Sections 26 and 27 of the FSMA 2022 apply for the purpose of an inspection in Singapore by an AML/CFT authority of a VCC over which it exercises consolidated supervision authority, as they apply for the purpose of an inspection in Singapore by an AML/CFT authority (as defined in section 17 of the FSMA 2022) of a financial institution over which it exercises consolidated supervision authority, subject to the necessary modifications and the following further modifications: ( a ) section 26(5) of the FSMA 2022 is omitted; [Act 18 of 2022 wef 28/04/2023] ( b ) the reference in section 27(3) of the FSMA 2022 to any prescribed written law or any requirement imposed under any such written law, is omitted; [Act 18 of 2022 wef 28/04/2023] ( c ) a reference in sections 26 and 27 of the FSMA 2022 to a financial institution is to the VCC. [Act 18 of 2022 wef 28/04/2023] (2) Section 28 of the FSMA 2022 applies in relation to a report produced in respect of an inspection carried out pursuant to section 26 of the FSMA 2022 as applied by subsection (1), as it applies in relation to a report produced in respect of an inspection carried out pursuant to section 26 of the FSMA 2022, subject to the necessary modifications and with each reference to a financial institution replaced with a reference to the VCC concerned. [Act 18 of 2022 wef 28/04/2023] Division 3 &#x2014; Miscellaneous provisions


document_id: vcca-2018
provision_ref: s92
chapter: PART 7 - INTERNATIONAL OBLIGATIONS AND PREVENTION
section: 92
title: Corporate offenders and unincorporated associations
content:
92. —(1) Section 174 (except subsection (7)) and section 175 (except subsection (7)) of the FSMA 2022 apply in relation to an offence committed under this Part as they apply in relation to an offence committed under the FSMA 2022. [Act 18 of 2022 wef 28/04/2023] (2) MAS may make regulations to provide for the application of any provision of sections 174 and 175 of the FSMA 2022 (with such modifications as MAS considers appropriate) to any body corporate or unincorporated association formed or recognised under the law of a territory outside Singapore. [Act 18 of 2022 wef 28/04/2023]


document_id: vcca-2018
provision_ref: s93
chapter: PART 7 - INTERNATIONAL OBLIGATIONS AND PREVENTION
section: 93
title: Composition of offences
content:
93. —(1) MAS may compound any offence under this Part that is prescribed as a compoundable offence by collecting from a person reasonably suspected of having committed the offence a sum of money not exceeding one half of the amount of the maximum fine prescribed for that offence. (2) MAS may compound any offence under this Part (including an offence under a provision that has been repealed) which — ( a ) was compoundable under this section at the time the offence was committed; but ( b ) has ceased to be so compoundable, by collecting from a person reasonably suspected of having committed the offence a sum of money not exceeding one half of the amount of the maximum fine prescribed for that offence at the time it was committed. (3) On payment of the sum of money mentioned in subsection (1) or (2), no further proceedings are to be taken against that person in respect of the offence. (4) MAS may make regulations to prescribe the offences which may be compounded. (5) All sums collected by MAS under subsection (1) or (2) must be paid into the Consolidated Fund.


document_id: vcca-2018
provision_ref: s94
chapter: PART 7 - INTERNATIONAL OBLIGATIONS AND PREVENTION
section: 94
title: MAS officers, etc., treated as public officers
content:
94. The directors (including the managing director) and the officers and employees of MAS are, in relation to their administration, collection and enforcement of payment of any moneys to be paid into the Consolidated Fund under section 93(5), treated as public officers for the purposes of the Financial Procedure Act 1966, and section 20 of that Act applies to such persons despite the fact that they are not or were not in the employment of the Government.


document_id: vcca-2018
provision_ref: s95
chapter: PART 7 - INTERNATIONAL OBLIGATIONS AND PREVENTION
section: 95
title: Power to exempt and to make regulations for further modifications
content:
95. —(1) MAS may make regulations exempting any person or class of persons from all or any provisions of this Part and any regulations made under this Part, subject to such conditions or restrictions as may be prescribed. (2) MAS may, on the application of any person, by written notice exempt the person from — ( a ) any regulations made under section 83 or 84; and ( b ) all or any of the requirements specified in any direction made by MAS under this Part, subject to such conditions or restrictions as MAS may specify by written notice. (3) MAS may at any time, by written notice to a person, add to, vary or revoke any condition or restriction imposed on the person under subsection (2). (4) It is not necessary to publish any exemption granted under subsection (2) in the Gazette . (5) [ Deleted by Act 18 of 2022 wef 28/04/2023 ]


document_id: vcca-2018
provision_ref: s96
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 96
title: Interpretation of this Part
content:
96. Unless the contrary intention appears, in this Part (including the provisions of the Companies Act 1967 applied by this Part) — “accounting records”, in relation to a VCC or its sub‑fund, includes such working papers and other documents as are necessary to explain the methods and calculations by which the accounts of the VCC or sub‑fund (as the case may be) are made up; “balance sheet”, in relation to a VCC, means the balance sheet (by whatever name called) of the VCC prepared in accordance with the Accounting Standards; “directors’ statement” means the statement of the directors mentioned in section 201(16) of the Companies Act 1967 as applied by section 100(6); “group” has the meaning given by the Accounting Standards; “parent company” means a company or VCC that is required under the Accounting Standards to prepare financial statements in relation to a group; “subsidiary company” means a company or VCC that is a subsidiary as defined in the Accounting Standards; “subsidiary corporation” means a corporation that is a subsidiary as defined in the Accounting Standards; “ultimate parent corporation” means a corporation that is a parent but not a subsidiary, within the meaning of the Accounting Standards. Division 2 &#x2014; Annual return


document_id: vcca-2018
provision_ref: s97
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 97
title: Annual return
content:
97. —(1) Every VCC must lodge a return with the Registrar after its annual general meeting and within 7 months after the end of its financial year. (2) The Registrar may, if the Registrar thinks there are special reasons to do so, extend any period within which a VCC must lodge a return under subsection (1) — ( a ) upon an application by the VCC; or ( b ) in respect of any prescribed class of VCCs. (3) The return in subsection (1) — ( a ) must be in such form; ( b ) must contain such particulars and information; and ( c ) must be accompanied by such documents, as may be prescribed. (4) The particulars to be contained in, and the documents that are to accompany, the return in subsection (1) may differ according to the class or description of VCC prescribed. (5) If a VCC is required under section 78(4) to hold an annual general meeting for a financial year after it has lodged its annual return for that financial year, the VCC must lodge a notice of the date on which the annual general meeting was held with the Registrar within 14 days after that date. (6) If a VCC fails to comply with this section, the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $5,000, and also to a default penalty. Division 3 &#x2014; Financial statements


document_id: vcca-2018
provision_ref: s98
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 98
title: Financial year
content:
98. —(1) A VCC’s financial year is determined as follows: ( a ) the VCC’s first financial year starts on the VCC’s date of incorporation and (subject to subsection (3)) ends on the last day of the VCC’s first financial year as provided under section 16(2)( d ); ( b ) each of the VCC’s subsequent financial years starts immediately after the end of the previous financial year and ends on the last day of a period of 12 months (or such other regular interval as the Registrar may allow). (2) A VCC’s first financial year must not be longer than 18 months unless the Registrar on the application of the VCC otherwise approves. (3) Despite subsection (1), but subject to subsections (4) and (5), a VCC may, by notice lodged with the Registrar in the prescribed form, specify a new date as the last day of the VCC’s financial year to apply to its previous or current financial year. (4) The Registrar’s approval must be obtained if the notice mentioned in subsection (3) — ( a ) results in a financial year being longer than 18 months; or ( b ) is lodged less than 5 years after the end of an earlier financial year, if the end of that earlier financial year was changed under this section. (5) The notice in subsection (3) cannot specify a new date as the last day of the VCC’s financial year — ( a ) after the expiry of the period under section 77 within which an annual general meeting of the VCC must be held after that financial year; ( b ) after the expiry of the period under section 97 within which an annual return of the VCC must be lodged with the Registrar after that financial year; or ( c ) after the expiry of the period under section 105 within which a copy of the financial statements, or consolidated financial statements and balance sheet, and other documents mentioned in section 105(1) and (2) are required to be sent to all persons entitled to receive notice of general meetings of the VCC.


document_id: vcca-2018
provision_ref: s99
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 99
title: Accounting records and systems of control
content:
99. —(1) Subject to section 5, section 199 of the Companies Act 1967 applies in relation to a VCC and a subsidiary company of a VCC, as it applies in relation to a company or public company, and a subsidiary company of a public company. (2) In addition to the requirements of section 199 of the Companies Act 1967 as applied by subsection (1), an umbrella VCC must also — ( a ) keep separate accounting and other records for each sub‑fund — (i) that sufficiently explain the transactions and financial position of the sub‑fund; and (ii) that will enable true and fair financial statements, and any document required to be attached to those records, to be prepared from time to time; and ( b ) devise and maintain a system of internal accounting controls sufficient to provide a reasonable assurance that — (i) assets of each sub-fund are safeguarded against loss from unauthorised use or disposition; and (ii) transactions of each sub-fund are properly authorised and that they are recorded as necessary to permit the preparation of true and fair financial statements of the VCC and to maintain accountability of assets. (3) The VCC mentioned in subsection (2) must — ( a ) keep the records mentioned in subsection (2)( a ) in a manner that will enable them to be conveniently and properly audited; and ( b ) keep any such record that relates to a particular transaction or operation for a period of not less than 5 years starting on the last day of the financial year in which the transaction or operation is completed. (4) Subject to section 5 and subsection (5), section 199(3), (4) and (5) of the Companies Act 1967 applies in relation to the records mentioned in subsection (2)( a ) as it applies in relation to the accounting and other records of a company. (5) If subsection (2) or (3), or section 199(3) or (4) of the Companies Act 1967 as applied by subsection (4), is contravened, the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $5,000 or to imprisonment for a term not exceeding 12 months and also to a default penalty.


document_id: vcca-2018
provision_ref: s100
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 100
title: Financial statements and consolidated financial statements
content:
100. —(1) The directors of every VCC must lay before the VCC at its annual general meeting the financial statements for the financial year in respect of which the annual general meeting is held. (2) Subject to section 201(12), (13) and (14) of the Companies Act 1967 as applied by subsection (6), the financial statements in subsection (1) must — ( a ) comply with the requirements of the Accounting Standards and give a true and fair view of the financial position and performance of the VCC and its sub‑funds (if any); and ( b ) if the VCC is an umbrella VCC, contain separate accounts for each sub-fund that are prepared using the same Accounting Standards as those used to prepare the accounts of the VCC. (3) The directors of a VCC that is a parent company at the end of its financial year need not comply with subsection (1), but must cause to be made out and laid before the VCC at its annual general meeting — ( a ) consolidated financial statements dealing with the financial position and performance of the group for the financial year in respect of which the annual general meeting is held; and ( b ) a balance sheet dealing with the state of affairs of the VCC and its sub-funds (if any) at the end of its financial year. (4) Subject to section 201(12), (13) and (14) of the Companies Act 1967 as applied by subsection (6), the consolidated financial statements in subsection (3)( a ) and the balance sheet in subsection (3)( b ) must — ( a ) comply with the requirements of the Accounting Standards and give a true and fair view of the matters mentioned in subsection (3)( a ) and ( b ) (respectively), so far as they concern members of the VCC; and ( b ) if the VCC is an umbrella VCC, contain separate accounts for each sub‑fund that are prepared using the same Accounting Standards as those used to prepare the accounts of the VCC. (5) Before the financial statements in subsection (1) and the balance sheet in subsection (3)( b ) are made out, the directors of the VCC must take reasonable steps — ( a ) to ascertain what action has been taken in relation to the writing off of bad debts and the making of provisions for doubtful debts, and to cause all known bad debts to be written off and adequate provision to be made for doubtful debts; ( b ) to ascertain whether any current assets (other than current assets to which paragraph ( a ) applies) are unlikely to realise in the ordinary course of business their value as shown in the accounting records of the VCC or its sub‑funds (if any) and, if so, to cause — (i) those assets to be written down to an amount which they might be expected so to realise; or (ii) adequate provision to be made for the difference between the amount of the value as so shown and the amount that they might be expected so to realise; and ( c ) to ascertain whether any non-current asset is shown in the books of the VCC or its sub‑funds (if any) at an amount which, having regard to its value to the VCC or the sub‑fund (as the case may be) as a going concern, exceeds the amount which would be recoverable over its useful life or on its disposal and (unless adequate provision for writing down that asset is made) to cause to be included in the financial statements such information and explanations as will prevent the financial statements from being misleading by reason of the overstatement of the amount of that asset. (6) Subject to section 5 and subsection (7), section 201(8) to (14), (16) and (17) of the Companies Act 1967 applies in relation to a VCC and its financial statements in subsection (1) or its consolidated financial statements and balance sheet in subsection (3) as they apply in relation to a company and its financial statements in section 201(1) of that Act or its consolidated financial statements and balance sheet in section 201(5) of that Act. (7) For the purpose of subsection (6) — ( a ) a reference in section 201(9) and (16) of the Companies Act 1967 to Part 6 of that Act is to this Part; ( b ) the reference in section 201(12) and (13) of the Companies Act 1967 to section 201(1) or (5) of that Act is to subsection (1) or (3); ( c ) a reference in section 201(12), (13) and (14) of the Companies Act 1967 to the Accounting Standards is to the Accounting Standards as defined in section 2(1); ( d ) the reference in section 201(13) of the Companies Act 1967 to a matter required by section 201 of that Act to be dealt with in the financial statements or consolidated financial statements of a company, is to a matter required to be dealt with under subsection (2)( a ) or (4)( a ) (as the case may be) in the financial statements or consolidated financial statements of a VCC; ( e ) the reference in section 201(16) of the Companies Act 1967 to the Twelfth Schedule to that Act is to the Second Schedule; and ( f ) the reference in section 201(17) of the Companies Act 1967 to that Act is to this Act. (8) In this section, “Accounting Standards” means — ( a ) accounting standards made or formulated by the Accounting Standards Committee under Part 3 of the Accounting Standards Act 2007 and applicable to companies, with each reference to a company substituted with a reference to a VCC, and with such other modifications as may be prescribed; or [Act 36 of 2022 wef 01/04/2023] ( b ) such other accounting standards or practices as may be prescribed. (9) The Minister may, by order in the Gazette , in respect of VCCs of a specified class or description, substitute other accounting standards for the Accounting Standards applicable to those VCCs.


document_id: vcca-2018
provision_ref: s101
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 101
title: Retention of documents laid before VCC at annual general meeting
content:
101. —(1) Every VCC must cause to be kept at the VCC’s registered office, or such other place as the directors think fit — ( a ) a copy of each of the documents that was laid before the VCC at its annual general meeting under section 100, for a period of at least 5 years after the date of the annual general meeting; or ( b ) in respect of any financial year for which the VCC need not hold an annual general meeting because of section 78(1) — (i) a copy of the financial statements; or (ii) in the case of a VCC that is a parent company, a copy of the consolidated financial statements and balance sheet (including every document required by law to be attached to them), and a copy of the auditors’ report where such financial statements or consolidated financial statements are duly audited, that were sent to all persons entitled to receive notice of general meetings of the VCC in accordance with section 105(1) and (2), for a period of at least 5 years after the date on which the documents were sent. (2) Subject to section 5, section 201AA(2) to (5) of the Companies Act 1967 applies in relation to subsection (1) and any document kept or required to be kept under that subsection, as it applies in relation to section 201AA(1) of that Act and any document kept or required to be kept under that section.


document_id: vcca-2018
provision_ref: s102
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 102
title: When directors need not lay financial statements before VCC
content:
102. —(1) The directors of a VCC need not comply with the requirement in section 100 to lay before the VCC at its annual general meeting the financial statements, or the consolidated financial statements and balance sheet (as the case may be), of the VCC if the VCC need not hold an annual general meeting because of section 78(1). (2) Where the financial statements, or the consolidated financial statements and balance sheet (as the case may be), are not laid before the VCC at its annual general meeting under subsection (1), the reference in section 207(1) of the Companies Act 1967 (as applied by section 109(3)) to financial statements required to be laid before the VCC in general meeting is to the documents required to be sent to persons entitled to receive notice of general meetings of the VCC under section 105(1) and (2).


document_id: vcca-2018
provision_ref: s103
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 103
title:
Relief from requirements as to form and content of financial statements, consolidated financial statements and directors’ statement

content:
103. Section 202 of the Companies Act 1967 applies in relation to a VCC and its financial statements, consolidated financial statements and directors’ statement, as it applies in relation to a company and its financial statements, consolidated financial statements and directors’ statement, subject to section 5 and the following modifications: ( a ) a reference in section 202 of the Companies Act 1967 to the Accounting Standards is to the Accounting Standards as defined in section 2(1); ( b ) a reference in section 202 of the Companies Act 1967 to that Act is to this Act.


document_id: vcca-2018
provision_ref: s104
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 104
title: Defective financial statements, or consolidated financial statements and balance sheet
content:
104. —(1) Sections 202A (except subsection (5)) and 202B of the Companies Act 1967 apply in relation to the financial statements of a VCC, or the consolidated financial statement and balance sheet of a VCC that is a parent company, as they apply in relation to the financial statements of a company, or the consolidated financial statement and balance sheet of a company that is a parent company. (2) For the purpose of subsection (1) — ( a ) the reference in section 202A(1) of the Companies Act 1967 to section 175A of that Act is to section 78; ( b ) the reference in section 202A(1) of the Companies Act 1967 to section 203 of that Act is to section 105; ( c ) a reference in sections 202A and 202B of the Companies Act 1967 to the Accounting Standards is to the Accounting Standards as defined in section 2(1); and ( d ) a reference in sections 202A and 202B of the Companies Act 1967 to that Act or a provision of that Act is to this Act or a provision of this Act (including a provision of the Companies Act 1967 applied by this Act). (3) The Minister may make regulations under section 165 for the same matters as those in section 202A(5) of the Companies Act 1967 with the reference in section 202A(5)( b ) of that Act to a provision of that Act substituted with a reference to a provision of this Act (including a provision of that Act applied by this Act).


document_id: vcca-2018
provision_ref: s105
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 105
title: Members of VCC entitled to financial statements, etc.
content:
105. —(1) A copy of the financial statements or (in the case of a VCC that is a parent company) of the consolidated financial statements and balance sheet (including every document required by law to be attached to them), which is duly audited and which (or which, but for section 102) is to be laid before the VCC in general meeting, must be sent to all persons entitled to receive notice of general meetings of the VCC — ( a ) at least 14 days before the date of the meeting; or ( b ) if the VCC is not required to hold an annual general meeting because of section 78(1)( a ), not later than 5 months after the end of the financial year to which the financial statements, or consolidated financial statements and balance sheet, relate. (2) The documents mentioned in subsection (1) must be accompanied by a copy of the auditor’s report on them. (3) Despite subsection (1)( a ), the documents mentioned in subsections (1) and (2) may be sent less than 14 days before the date of the meeting if all the persons entitled to receive notice of general meetings of the VCC so agree. (4) On a request made to a VCC by — ( a ) any member of the VCC to whom the documents mentioned in subsections (1) and (2) have not been sent (whether or not the member is entitled to be sent such documents); or ( b ) any holder of a debenture, the VCC must, without charge, send to the member or holder the documents mentioned in subsections (1) and (2), as the case may be. (5) If subsection (1) or (4) is contravened, the VCC and every officer of the VCC who is in default (unless it is proved that the member or holder of a debenture in question has already made a request for and has been provided with a copy of the financial statements, or consolidated financial statements and balance sheet, and all documents mentioned in subsections (1) and (2)), shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $5,000, and also to a default penalty. (6) In a case mentioned in subsection (1)( b ), any member or auditor of the VCC may, by notice to the VCC not later than 14 days after the day on which the documents mentioned in subsections (1) and (2) were sent out, require that a general meeting be held for the purpose of laying those documents before the VCC. (7) Where a VCC is not required to hold an annual general meeting because of section 78(1)( b ), any member or auditor of the VCC may, by notice to the VCC not later than 14 days after the day on which the documents mentioned in subsections (1) and (2) were sent out, require that a general meeting be held for the purpose of laying those documents before the VCC. (8) Section 78(5) applies, with the necessary modifications, to the giving of a notice under subsection (6) or (7). (9) The directors of the VCC must, within 14 days after the date of giving the notice in subsection (6) or (7), convene a meeting for the purpose mentioned in that subsection. (10) If subsection (9) is contravened — ( a ) each director in default shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $5,000; and ( b ) the Court may, on application of the member or auditor, order a general meeting to be called. (11) Section 203A(1) to (7) of the Companies Act 1967 applies in relation to a VCC as it applies in relation to a company, subject to section 5 and the following modifications: ( a ) the reference in section 203A(1) of the Companies Act 1967 to section 203 of that Act is to subsections (1) to (10); ( b ) a reference in section 203A(1) and (4) of the Companies Act 1967 to copies of the documents mentioned in section 203(1) of the Companies Act 1967 is to copies of the documents mentioned in subsections (1) and (2); ( c ) the reference in section 203A(2) of the Companies Act 1967 to a member of a company or holder of a debenture entitled to be provided by the company with a copy of the documents mentioned in section 203(3) of the Companies Act 1967 is to a member of a VCC or holder of a debenture (as the case may be) mentioned in subsection (4); ( d ) the reference in section 203A(1), (5), (6) and (7) of the Companies Act 1967 to regulations is to regulations made under section 165. (12) Regulations made under section 165 may make provision to give effect to subsection (11), including the manner in which it is to be ascertained whether a member of a VCC wishes to receive copies of the documents mentioned in subsections (1) and (2) or does not wish to receive the summary financial statement under section 203A of the Companies Act 1967 as applied by subsection (11).


document_id: vcca-2018
provision_ref: s106
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 106
title: Penalty
content:
106. —(1) Subject to section 5 and subsection (2), section 204 of the Companies Act 1967 applies with the necessary modifications in relation to a failure to comply with a provision of this Division (including a provision of that Act as applied by this Division) as it applies in relation to a failure to comply with the corresponding provision of Division 1 of Part 6 of that Act. (2) For the purpose of subsection (1) — ( a ) a reference in section 204 of the Companies Act 1967 to section 201(2) of that Act is to section 100(2); ( b ) a reference in section 204 of the Companies Act 1967 to section 201(5) of that Act is to section 100(3) and (4); ( c ) a reference in section 204 of the Companies Act 1967 to section 201(16) of that Act is to section 201(16) of that Act as applied by section 100(6); and ( d ) a reference in section 204(2) of the Companies Act 1967 to section 201 of that Act is to section 100. Division 4 &#x2014; Audit


document_id: vcca-2018
provision_ref: s107
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 107
title: Appointment and remuneration of auditors
content:
107. —(1) Subject to section 5 and subsection (2), section 205 (except subsection (12A)) of the Companies Act 1967 applies in relation to a VCC as it applies in relation to a company. (2) Where a VCC need not hold an annual general meeting for a financial year under section 78(1), and the auditor or auditors of the VCC is or are appointed by a resolution by written means under section 184A of the Companies Act 1967 (as applied by section 80(3)) by reason of section 78(7), the references in section 205(11) and (12) of the Companies Act 1967 to the date of an annual general meeting are to the time — ( a ) agreement to the resolution is sought in accordance with section 184C of the Companies Act 1967 (as applied by section 80(3)); or ( b ) documents mentioned in section 183(3A) of the Companies Act 1967 (as applied by section 80(1)) in respect of the resolution are served or made accessible in accordance with section 183(3A) of that Act (as applied by section 80(1)), as the case may be.


document_id: vcca-2018
provision_ref: s108
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 108
title: Resignation of auditor of VCC
content:
108. Sections 205AA to 205AF of the Companies Act 1967 apply in relation to an auditor of a VCC or a subsidiary company of a VCC as they apply in relation to an auditor of a company or a subsidiary company of a company, subject to section 5 and the following modifications: ( a ) a reference in those sections of the Companies Act 1967 to a public interest company is to a VCC that comprises at least one collective investment scheme authorised under section 286(1) of the Securities and Futures Act 2001, or such other VCC as may be prescribed; ( b ) a reference in those sections of the Companies Act 1967 to a non‑public interest company is to a VCC that is not a VCC mentioned in paragraph ( a ); ( c ) the reference in section 205AF(3) of the Companies Act 1967 to the Companies Act 1967 is to this Act.


document_id: vcca-2018
provision_ref: s109
chapter: PART 8 - ANNUAL RETURN, FINANCIAL STATEMENTS
section: 109
title: Other provisions concerning auditors
content:
109. —(1) Subject to section 5 and subsection (2), section 206 of the Companies Act 1967 applies in relation to a VCC as it applies in relation to a company or public company. (2) For the purposes of subsection (1), the reference in section 206(1)( b ) of the Companies Act 1967 to treasury shares is to shares held by a subsidiary of a VCC under section 22(6) or (11), if any. (3) Sections 207, 208 and 208A of the Companies Act 1967 apply in relation to an auditor of a VCC as they apply in relation to an auditor of a company, subject to section 5, subsection (4) and the following modifications: ( a ) a reference in section 207 of the Companies Act 1967 to a company’s accounting and other records is, in the case of an umbrella VCC, to the accounting and other records of the VCC and each of its sub‑funds; ( b ) a reference in section 207 of the Companies Act 1967 to the Accounting Standards is to Accounting Standards as defined in section 2(1); ( c ) a reference in sections 207, 208 and 208A of the Companies Act 1967 to that Act or a provision of that Act is to this Act or a provision of this Act (including a provision of the Companies Act 1967 applied by this Act); ( d ) the reference in section 207(1A) of the Companies Act 1967 to section 203(1) of that Act is to section 105(1) and (2); ( e ) the reference in section 207(1A) of the Companies Act 1967 to Part 6 of the Companies Act 1967 is to this Part; ( f ) the reference in section 207(2)( aa ) of the Companies Act 1967 to section 201 of that Act is to section 100; ( g ) in addition to the matters mentioned in section 207(2) of the Companies Act 1967, an auditor must, in a report under section 207 of that Act as applied by this subsection, state, in the case of an umbrella VCC — (i) whether the financial statements and the consolidated financial statements (if applicable), in the auditor’s opinion, comply with section 100(2) and (4), respectively; and (ii) if the auditor is not satisfied as to the matter in sub‑paragraph (i), the auditor’s reasons for not being so satisfied; ( h ) the reference in section 207(3)( b ) of the Companies Act 1967 to section 199(1) of that Act is to section 199(1) of that Act as applied by section 99(1), and section 99(2)( a ); ( i ) the reference in section 207(5) of the Companies Act 1967 to a related company is to a company that is a related corporation of the VCC; ( j ) the reference in section 207(9A) of the Companies Act 1967 to a public company is to the VCC; ( k ) the reference in section 207(9A) of the Companies Act 1967 to officers of a company is to the officers and manager of the VCC; ( l ) the reference in section 207(9A) of the Companies Act 1967 to employees of a company is to employees of the VCC and persons engaged by the VCC to provide any fund administration service; ( m ) the reference in section 208A of the Companies Act 1967 to section 76A(13) of that Act is omitted. (4) The following provision applies in place of section 207(11) of the Companies Act 1967 (which excludes certain registers to which an auditor of a company may have access): “ The reference to registers in subsections (5), (6) and (10) does not include any register kept by the VCC, by a subsidiary corporation of a parent company, or by a corporation, pursuant to a direction under Part 7, or a requirement under Part 11A of the Companies Act 1967. ”. (5) Section 209 of the Companies Act 1967 applies in relation to an auditor of a borrowing VCC as it applies in relation to an auditor of a borrowing corporation within the meaning of that Act, except that a reference to that Act is to this Act.


document_id: vcca-2018
provision_ref: s110
chapter: PART 9 - INVESTIGATIONS
section: 110
title: Interpretation of this Part
content:
110. —(1) This section applies for the interpretation of the provisions of this Part, including provisions of the Companies Act 1967 applied by this Part. (2) A reference to a declared VCC is to a VCC declared by an order under section 111 as a VCC to which this Part applies. (3) A reference to an officer or agent of a corporation that is not a VCC includes — ( a ) a director, a banker, a solicitor or an auditor of the corporation; ( b ) a person who at any time — (i) has been a person mentioned in paragraph ( a ); or (ii) has been otherwise employed or appointed by the corporation; ( c ) a person who — (i) has in the person’s possession any property of the corporation; (ii) is a creditor of the corporation; or (iii) is capable of giving information concerning the promotion, formation, trading, dealings, affairs or property of the corporation; and ( d ) where there are reasonable grounds for suspecting or believing that a person is a person mentioned in paragraph ( c ) — that person. (4) Except as otherwise provided in section 116( c ), a reference to an officer or agent of a corporation that is a VCC includes — ( a ) a director, a banker, a solicitor or an auditor of the VCC or a person who has been such a person at any time; ( b ) the manager of the VCC, the custodian of the VCC (being a non‑umbrella VCC) or the custodian of a sub-fund of the VCC, or a person who has been such a person at any time; ( c ) a person who has been otherwise employed or appointed at any time by the VCC; ( d ) a person who — (i) has in the person’s possession any property of the VCC; (ii) is a creditor of the VCC; or (iii) is capable of giving information concerning the promotion, formation, trading, dealings, affairs or property of the VCC; and ( e ) where there are reasonable grounds for suspecting or believing that a person is a person mentioned in paragraph ( d ) — that person.


document_id: vcca-2018
provision_ref: s111
chapter: PART 9 - INVESTIGATIONS
section: 111
title: Power to declare VCC
content:
111. The Minister may by order declare that a VCC is one to which this Part applies if the Minister is satisfied — ( a ) that a prima facie case has been established that, for the protection of the public or the shareholders or creditors of the VCC, it is desirable that the affairs of the VCC should be investigated under this Part; ( b ) that it is in the public interest that allegations of fraud, misfeasance or other misconduct by persons who are or have been concerned with the formation or management of the VCC should be investigated under this Part; or ( c ) that for any other reason it is in the public interest that the affairs of the VCC should be investigated under this Part.


document_id: vcca-2018
provision_ref: s112
chapter: PART 9 - INVESTIGATIONS
section: 112
title: Appointment and powers of inspector
content:
112. —(1) Where a VCC has been declared as a VCC to which this Part applies, the Minister must appoint one or more inspectors to investigate the affairs of that VCC, and to report his or her opinion on those affairs to the Minister. (2) Sections 231(2) to (9) and 239 of the Companies Act 1967 apply in relation to an inspector appointed under subsection (1) and an investigation mentioned in that subsection, as they apply in relation to an inspector appointed under section 231(1) of that Act and an investigation mentioned in that provision, subject to section 5 and the following modifications: ( a ) if the investigation relates solely to a sub‑fund of an umbrella VCC, then — (i) any expenses ordered to be paid by the VCC under section 231(4) of the Companies Act 1967 are to be paid out of the assets of the sub‑fund only; and (ii) if the sub-fund is in liquidation or subsequently goes into liquidation, those expenses are treated as part of the costs and expenses of the winding up of the sub‑fund for the purposes of section 328(1)( a ) of the Companies Act as applied by section 33; ( b ) the reference in section 231(4) of the Companies Act 1967 to section 233(4) of the Companies Act 1967 is to section 114(5).


document_id: vcca-2018
provision_ref: s113
chapter: PART 9 - INVESTIGATIONS
section: 113
title: Investigation of affairs of VCC by inspectors at direction of Minister
content:
113. —(1) The Minister may, on an application mentioned in subsection (2) or (3), appoint one or more inspectors to investigate the affairs of a VCC or such aspects of the affairs of the VCC as are specified in the instrument of appointment, and to report on those affairs or aspects in such manner as the Minister directs. (2) For an investigation into any matter other than one specified in subsection (3), the Minister may exercise the power under subsection (1) — ( a ) on the application of — (i) not less than 200 members (excluding a subsidiary of the VCC if the subsidiary is registered as a member) or of members holding not less than 10% of the shares issued (excluding shares held by a subsidiary of the VCC under section 22(6) or (11), if any); or (ii) holders of debentures holding not less than 20% in nominal value of all debentures issued by the VCC; or ( b ) on the application of the VCC pursuant to a special resolution. [28/2019] (3) For an investigation that relates solely to a sub‑fund of an umbrella VCC, the Minister may exercise the power under subsection (1) — ( a ) on the application of — (i) not less than 200 members holding shares that are issued in respect of that sub‑fund; (ii) members holding not less than 10% of the shares that are issued in respect of that sub‑fund (excluding shares held by a subsidiary of the VCC under section 22(6) or (11), if any); or (iii) holders of debentures holding not less than 20% in nominal value of all debentures issued in respect of that sub‑fund by the VCC; or ( b ) on the application of the VCC pursuant to a resolution passed, in accordance with the VCC’s constitution, by one or more members holding shares that represent — (i) at least 75%; or (ii) if the constitution of the VCC requires a greater majority for that resolution, that greater majority, of the total voting rights of all the members holding shares that are issued in respect of that sub‑fund who have the right to vote on that resolution. (4) An application under this section must be supported by such evidence as the Minister requires as to the reasons for the application and the motives of the applicants in requiring the investigation. (5) The Minister may, before appointing an inspector, require the applicants to give security for such amount as the Minister thinks fit for payment of the cost of the investigation.


document_id: vcca-2018
provision_ref: s114
chapter: PART 9 - INVESTIGATIONS
section: 114
title: Reports of inspectors
content:
114. —(1) An inspector appointed by the Minister may and, if so directed by the Minister must, make one or more interim reports to the Minister. (2) On the conclusion of an investigation, the inspector must make a report to the Minister of — ( a ) the inspector’s opinion on or in relation to the affairs that the inspector is appointed to investigate; and ( b ) the facts upon which that opinion is based. (3) Subject to section 233(1B) of the Companies Act 1967 as applied by subsection (4), the Minister must forward one copy of the report to each of the following: ( a ) the VCC at its registered office; ( b ) the applicant for the investigation under section 113, but only if the applicant requests for it. (4) Subject to section 5, sections 233(1A) to (3) and 238 of the Companies Act 1967 apply in relation to a report under subsection (1) or (2) as they apply in relation to a report mentioned in section 233(1) of that Act. (5) If from a report of an inspector, it appears to the Minister that proceedings ought in the public interest to be brought by the VCC that is the subject of, or whose sub‑fund is the subject of, the report — ( a ) for the recovery of damages in respect of any fraud, misfeasance or other misconduct — (i) in connection with the promotion or formation of the VCC or sub‑fund; or (ii) in the management of the affairs of the VCC or the affairs of the sub‑fund; or ( b ) for the recovery of any property of the VCC or sub-fund which has been misapplied or wrongfully retained, the Minister may himself or herself bring proceedings for that purpose in the name of the VCC.


document_id: vcca-2018
provision_ref: s115
chapter: PART 9 - INVESTIGATIONS
section: 115
title: Investigation of affairs of related corporation
content:
115. Where an inspector thinks it necessary for the purpose of an investigation of the affairs of a VCC to investigate the affairs of a corporation that is or has at any relevant time been a related corporation of the VCC, the inspector may, with the written consent of the Minister, investigate the affairs of that corporation.


document_id: vcca-2018
provision_ref: s116
chapter: PART 9 - INVESTIGATIONS
section: 116
title: Procedure and powers of inspector
content:
116. Section 236 of the Companies Act 1967 applies in relation to an investigation of the affairs of a VCC under this Part as it applies in relation to an investigation of the affairs of a company under Part 9 of that Act, subject to section 5 and the following modifications: ( a ) a reference in section 236(1) and (4A) of the Companies Act 1967 to a corporation which is or has at any relevant time been deemed to be or to have been related to the company by virtue of section 6 of that Act, is to the VCC’s related corporation; ( b ) subject to paragraph ( c ), a reference in section 236 of the Companies Act 1967 to an officer or agent of a corporation whose affairs are being investigated is to an officer or agent of the VCC or the VCC’s related corporation; ( c ) a reference in section 236(3) of the Companies Act 1967 to an officer or agent of a corporation is to — (i) an officer or agent of the VCC or of the VCC’s related corporation as defined in section 110(3) or (4) (as the case may be) that is an individual; (ii) an officer of the manager of the VCC, or of the manager of the VCC’s related corporation (being also a VCC); (iii) an officer of the custodian of the VCC, or of the custodian of the VCC’s related corporation (if the VCC or related corporation is a non‑umbrella VCC); (iv) an officer of the custodian of a sub‑fund of the VCC, or of the custodian of a sub‑fund of the VCC’s related corporation (if the VCC or related corporation is an umbrella VCC); ( d ) a reference in section 236(4A) and (5) of the Companies Act 1967 to a director or past director of the company or the corporation whose affairs are being investigated, is to a person who is or was — (i) a director of the VCC or the VCC’s related corporation; (ii) the manager of the VCC or of the VCC’s related corporation (being also a VCC); or (iii) the custodian of the VCC (being a non-umbrella VCC) or of the VCC’s related corporation (being also a non-umbrella VCC).


document_id: vcca-2018
provision_ref: s117
chapter: PART 9 - INVESTIGATIONS
section: 117
title: Costs of investigations
content:
117. —(1) Section 237 of the Companies Act 1967 applies in relation to an investigation of the affairs of a VCC under section 113 or 120 and any proceedings brought by the Minister in the name of the VCC, as it applies in relation to an investigation and proceedings mentioned in section 237(1) of that Act, subject to section 5 and subsection (2). (2) The expenses of and incidental to an investigation under section 113 or 120 that relates solely to a sub-fund of an umbrella VCC (including the costs of any proceedings brought by the Minister in the name of the umbrella VCC in relation to such investigation) are to be paid — ( a ) out of the assets of the sub-fund; or ( b ) if the Minister so directs — (i) by the applicant for the investigation; or (ii) in part out of such assets and in part by the applicant, and section 237(2) of the Companies Act 1967 (as applied by subsection (1)) applies accordingly.


document_id: vcca-2018
provision_ref: s118
chapter: PART 9 - INVESTIGATIONS
section: 118
title: Suspension of actions and proceedings in respect of VCC
content:
118. —(1) Section 240 of the Companies Act 1967 applies in relation to a declared VCC as it applies in relation to a declared company under Part 9 of that Act, subject to section 5 and subsection (2). (2) Where the investigation relates solely to a sub-fund of an umbrella VCC that is a declared VCC, then section 240 of the Companies Act 1967 only applies to an action or proceeding in respect of any instrument mentioned in that section that is made, drawn or accepted by, or issued, transferred, negotiated or endorsed by or to the VCC for the purpose of the sub‑fund. [28/2019]


document_id: vcca-2018
provision_ref: s119
chapter: PART 9 - INVESTIGATIONS
section: 119
title: Winding up of VCC
content:
119. —(1) An application to the Court for the winding up of a declared VCC may be made by the Minister at any time after a report has been made by an inspector in respect of the VCC (but not one mentioned in subsection (2)), whereupon the provisions of this Act as to the winding up of a VCC apply with the necessary modifications, as if an application for such winding up had been made by the VCC to the Court. (2) An application to the Court for the winding up of a sub-fund of an umbrella VCC that is a declared VCC may be made by the Minister at any time after a report has been made by an inspector in respect of the sub‑fund, whereupon the provisions of this Act as to the winding up of a sub‑fund of a VCC apply with the necessary modifications, as if an application for such winding up had been made by the VCC to the Court.


document_id: vcca-2018
provision_ref: s120
chapter: PART 9 - INVESTIGATIONS
section: 120
title: Appointment and powers of inspectors to investigate ownership of VCC
content:
120. —(1) Where it appears to the Minister that there is good reason to do so, the Minister may appoint one or more inspectors to investigate and report on the membership of any VCC (whether or not it is a declared VCC), and otherwise for the purpose of determining the true persons who are or have been — ( a ) financially interested in the success or failure (real or apparent) of the VCC; or ( b ) able to control or materially influence the policy of the VCC. (2) An application may be made to the Minister for an investigation with respect to particular shares in or debentures of any VCC (whether or not it is a declared VCC), for the purpose mentioned in subsection (1), by — ( a ) in a case other than one mentioned in paragraph ( b ) — (i) not less than 200 members (excluding a subsidiary of the VCC if the subsidiary is registered as a member); or (ii) members holding not less than 10% of the shares issued (excluding shares held by a subsidiary of the VCC under section 22(6) or (11), if any); or ( b ) in a case where the shares or other matter in question relate solely to a sub-fund of a VCC — (i) not less than 200 members holding shares that are issued in respect of that sub‑fund; or (ii) members holding not less than 10% of the shares that are issued in respect of that sub‑fund (excluding shares held by a subsidiary of the VCC under section 22(6) or (11), if any). [28/2019] (3) On an application made under subsection (2), the Minister must appoint an inspector or inspectors to conduct an investigation, unless the Minister is satisfied that the application is vexatious. (4) An inspector appointed pursuant to an application made under subsection (2) may investigate any matter which the application seeks to have investigated, except insofar as the Minister is satisfied that it is unreasonable for that matter to be investigated. (5) Subject to section 5, section 243(2) and (4) of the Companies Act 1967 applies, with the necessary modifications in relation to an investigation under this section as it applies in relation to an investigation under that section. (6) The provisions of this Part applicable to an investigation into the affairs of a declared VCC apply to an investigation under this section, subject to the necessary modifications and the following further modifications: ( a ) a reference in this Part (including a provision of the Companies Act 1967 applied by this Part) to an officer or agent of a VCC or other corporation is to a person who is or has been, or whom the inspector has reasonable cause to believe to be or to have been — (i) financially interested in the success or failure or the apparent success or failure of the VCC or any other corporation the membership of which is investigated with that of the VCC; or (ii) able to control or materially influence the policy of that VCC or corporation, and a person concerned only on behalf of others; and ( b ) the Minister is not bound to provide to the VCC or any other person a copy of any report by an inspector appointed under this section if the Minister is of the opinion that there is good reason for not divulging the contents of the report or any part of it, but may (if the Minister thinks fit) cause to be kept by the Registrar a copy of the report or (as the case may be) the parts of the report, as respects which the Minister is not of that opinion.


document_id: vcca-2018
provision_ref: s121
chapter: PART 9 - INVESTIGATIONS
section: 121
title: Power to require information as to persons interested in shares or debentures
content:
121. —(1) Where it appears to the Minister that — ( a ) there is good reason to investigate the ownership of any shares in or debentures of a VCC; and ( b ) it is unnecessary to appoint an inspector for the purpose, the Minister may require any person whom the Minister has reasonable cause to believe to have or to be able to obtain any information as to — ( c ) the present and past interests in those shares or debentures; and ( d ) the names and addresses of the persons interested and of any person who act or have acted on their behalf in relation to the shares or debentures, to give such information to the Minister. (2) Subject to section 5, section 244(2) to (7) of the Companies Act 1967 applies for the purposes of subsection (1) as it applies for the purposes of section 244(1) of that Act. (3) For the purposes of subsection (1) and the provisions of the Companies Act 1967 applied by subsection (2), a book‑entry security is treated as an interest in a share.


document_id: vcca-2018
provision_ref: s122
chapter: PART 9 - INVESTIGATIONS
section: 122
title: Power to impose restrictions on shares or debentures
content:
122. —(1) Subject to section 5 and subsection (2), section 245 of the Companies Act 1967 applies in relation to an investigation under section 120 or 121 as it applies in relation to an investigation under section 243 or 244 of that Act. (2) Where the investigation relates solely to a sub-fund of an umbrella VCC, then the reference in section 245(1)( d ) of the Companies Act 1967 to a liquidation is to a liquidation of the sub‑fund.


document_id: vcca-2018
provision_ref: s123
chapter: PART 9 - INVESTIGATIONS
section: 123
title: Inspectors appointed in other countries
content:
123. —(1) Where — ( a ) under a corresponding law of another country, an inspector has been appointed to investigate the affairs of a VCC; and ( b ) the Minister is of the opinion that, in connection with that investigation, it is expedient that an investigation be made in Singapore, the Minister may by notice declare that the inspector so appointed has the same powers and duties in Singapore in relation to the investigation as if the VCC were a declared VCC. (2) Upon the declaration, the inspector has the powers and duties mentioned in subsection (1).


document_id: vcca-2018
provision_ref: s124
chapter: PART 9 - INVESTIGATIONS
section: 124
title: Miscellaneous provisions
content:
124. —(1) Subject to section 5, sections 242 and 389 (as they apply to an investigation under this Part) of the Companies Act 1967 apply in relation to this Part as they apply in relation to Part 9 of the Companies Act 1967. (2) An inspector appointed under this Part must not require a solicitor to disclose any privileged communication made to the solicitor in that capacity, except as respects the name and address of the solicitor’s client.


document_id: vcca-2018
provision_ref: s125
chapter: PART 10 - RECEIVERS AND MANAGERS
section: 125
title: Application of Part 8 of Companies Act 1967
content:
125. —(1) Part 8 of the Companies Act 1967 applies in relation to a receiver or manager of the property of a VCC or a particular sub‑fund of an umbrella VCC, as it applies in relation to a receiver or manager of the property of a company or corporation, subject to section 5, the modifications set out in this section and sections 126, 127 and 128. (2) A reference in a provision of Part 8 of the Companies Act 1967 to the assets, property, debts, liabilities or creditors of a company or other corporation is to the assets, property, debts, liabilities or creditors of the VCC or of the sub‑fund, as the case may be. (3) Except as otherwise stated in this section and sections 126, 127 and 128, a reference in a provision of Part 8 of the Companies Act 1967 to the company is to the VCC. (4) In addition to the persons mentioned in section 217(1) of the Companies Act 1967, the following persons are also not qualified to be appointed as a receiver of the property of the VCC or the sub‑fund of the VCC, and must not act as such: ( a ) the manager of the VCC, the custodian of the VCC (being a non-umbrella VCC) or the custodian of a sub‑fund of the VCC; ( b ) a director, a secretary or an employee of such manager or custodian. (5) Section 217(3) of the Companies Act 1967 is omitted. (6) The reference in section 218(1) of the Companies Act 1967 to the rights of a receiver or other authorised person against the company is to the rights of a receiver or other authorised person against the VCC or the umbrella VCC in respect of the sub-fund, as the case may be. (7) A reference in section 218(4) or 223(1)( c ) of the Companies Act 1967 to holders of debentures of the company is to holders of debentures of the VCC or of the sub-fund, as the case may be. (8) The following provision applies in place of section 219(1) of the Companies Act 1967 (which enables the Court to fix the remuneration of a receiver or manager of a company): “ The Court may — “ ( a ) on an application by the liquidator of a VCC, by order fix the amount to be paid as remuneration to a person who, under a power contained in any instrument, has been appointed as receiver or manager of the property of the VCC or its sub‑fund; or ( b ) on an application by the liquidator of a sub‑fund, by order fix the amount to be paid as remuneration to a person who, under a power contained in any instrument, has been appointed as receiver or manager of the property of the sub‑fund. ”. (9) The following provision applies in place of section 220 of the Companies Act 1967 (which is about the appointment of a company’s liquidator as receiver of the company): “ Where an application is made to the Court to appoint a receiver on behalf of holders of debentures or other creditors of — “ ( a ) a VCC; or ( b ) a sub-fund, which is being wound up by the Court, the Court may appoint the liquidator as such receiver. ”. (10) A reference in sections 223(1) and 224 of the Companies Act 1967 to a statement in the prescribed form as to the affairs of a company or of any particulars concerning a company in the statement, is to a statement in the prescribed form as to the affairs of the VCC or of the sub-fund (as the case may be), or of those particulars concerning the VCC or the sub-fund, as the case may be. (11) The reference in section 223(3) of the Companies Act 1967 to the winding up of the company is to the winding up of the VCC or the sub‑fund, as the case may be. (12) The reference in section 224(2)( a ) and ( d ) of the Companies Act 1967 to an officer of the company is to — ( a ) where the statement in that provision is to be submitted to the receiver of the property of a VCC — an officer or the manager of the VCC or the custodian of the VCC (being a non‑umbrella VCC); or ( b ) where the statement in that provision is to be submitted to the receiver of the property of a sub‑fund — an officer or the manager of the VCC or the custodian of the sub‑fund. (13) The reference in section 224(2)( b ) of the Companies Act 1967 to persons who have taken part in the formation of the company is to persons who have taken part in the formation of the VCC or the sub‑fund, as the case may be. (14) The reference in section 224(2)( c ) of the Companies Act 1967 to a person in the employment of the company is to a person in the employment of the VCC, or a person engaged by the VCC to provide any fund administration service. (15) An application under section 225(2) of the Companies Act 1967 for the audit of the accounts of the receiver or manager of the property of the VCC may be made by the VCC or a creditor of the VCC. (16) An application under section 225(2) of the Companies Act 1967 for the audit of the accounts of the receiver or manager of the property of the sub-fund may be made by the umbrella VCC of which the sub‑fund is a part, or a creditor of the sub‑fund. (17) A reference in section 225(3) of the Companies Act 1967 to a request of the company or corporation or a creditor is to a request of the VCC, the umbrella VCC of which the sub‑fund is a part, or a creditor of the VCC or the sub‑fund, as the case may be.


document_id: vcca-2018
provision_ref: s126
chapter: PART 10 - RECEIVERS AND MANAGERS
section: 126
title: Statement that receiver appointed
content:
126. —(1) This section applies in place of section 222 of the Companies Act 1967. (2) Where a receiver or manager of the property of a VCC has been appointed, every invoice order for goods or business letter issued by or on behalf of — ( a ) the VCC or any of its sub-funds; ( b ) the receiver or manager of the property of the VCC or any of its sub‑funds (if applicable); or ( c ) the liquidator of the VCC or any of its sub-funds (if applicable), being a document in which the name of the VCC or any of its sub‑funds appears, must contain a statement immediately following the name of the VCC or sub‑fund, that a receiver or manager has been appointed in respect of the property of the VCC. (3) Where a receiver or manager of the property of a sub‑fund of an umbrella VCC has been appointed, every invoice order for goods or business letter issued by or on behalf of — ( a ) the umbrella VCC for the sub-fund; ( b ) the receiver or manager of the property of the sub‑fund; or ( c ) the liquidator of the sub-fund, being a document in which the name of the sub‑fund appears, must contain a statement immediately following the name of that sub‑fund, that a receiver or manager has been appointed in respect of the property of the sub‑fund. (4) To avoid doubt, subsections (2) and (3) apply cumulatively in a case where a receiver or manager has been appointed in respect of the property of an umbrella VCC, and the same or another receiver or manager has been appointed in respect of the property of any of its sub‑funds. (5) If subsection (2) or (3) is contravened, the VCC and each of the following shall be guilty of an offence: ( a ) every officer of the VCC who knowingly and wilfully authorises or permits the default; ( b ) the liquidator of the VCC or the sub‑fund (as the case may be), if he or she knowingly and wilfully authorises or permits the default; ( c ) the receiver or manager of the property of the VCC or the sub‑fund (as the case may be), if he or she knowingly and wilfully authorises or permits the default.


document_id: vcca-2018
provision_ref: s127
chapter: PART 10 - RECEIVERS AND MANAGERS
section: 127
title:
Payment of certain debts out of assets subject to floating charge in priority to claims under charge

content:
127. —(1) This section applies in place of section 226 of the Companies Act. (2) Where — ( a ) a receiver is appointed on behalf of the holders of any debentures of a VCC secured by a floating charge; or ( b ) possession is taken, by or on behalf of holders of debentures of a VCC, of any property of a VCC comprised in or subject to a floating charge, then, if the VCC is not at the time in the course of being wound up, the following: ( c ) debts which in every winding up of a VCC are preferential debts and are due by way of wages, salary, retrenchment benefit or ex gratia payment, vacation leave or superannuation or provident fund payments; ( d ) any amount which in the winding up of a VCC is payable pursuant to section 328(4) or (6) of the Companies Act as applied by section 130, must be — ( e ) paid out of any assets coming in to the hands of the receiver or other person taking possession in priority to any claim for principal or interest in respect of the debentures; and ( f ) paid in the same order of priority as prescribed by section 328 of the Companies Act (as applied by section 130) in respect of those debts and amount. (3) Where — ( a ) a receiver is appointed on behalf of the holders of any debentures of a particular sub‑fund of an umbrella VCC secured by a floating charge; or ( b ) possession is taken, by or on behalf of holders of debentures of a particular sub‑fund of an umbrella VCC, of any property comprised in or subject to a floating charge, then, if the sub-fund is not at the time in the course of being wound up, the following: ( c ) debts which in every winding up of a sub-fund are preferential debts and are due by way of wages, salary, retrenchment benefit or ex gratia payment, vacation leave or superannuation or provident fund payments; ( d ) any amount which in the winding up of a sub‑fund is payable pursuant to section 328(4) or (6) of the Companies Act as applied by section 33, must be — ( e ) paid out of any assets coming in to the hands of the receiver or other person taking possession in priority to any claim for principal or interest in respect of the debentures; and ( f ) paid in the same order of priority as prescribed by section 328 of the Companies Act (as applied by section 33) in respect of those debts and amount. (4) For the purposes of subsections (2) and (3) — ( a ) a floating charge is a charge which, as created, was a floating charge; and ( b ) a reference in section 328(1)( c ), ( d ), ( e ), ( f ) and ( g ) of the Companies Act 1967 (as applied by section 33 or 130, as the case may be) to the commencement of the winding up is to the date of the appointment of the receiver or of the possession being taken as described in subsection (2) or (3), as the case may be. (5) Any payments made under this section must be recouped, as far as possible, out of the assets of the VCC or the sub‑fund (as the case may be) that are available for payment of general creditors.


document_id: vcca-2018
provision_ref: s128
chapter: PART 10 - RECEIVERS AND MANAGERS
section: 128
title: Enforcement of duty of receiver, etc., to make returns
content:
128. —(1) This section applies in place of section 227 of the Companies Act. (2) If a receiver or manager of the property of a VCC that is a non‑umbrella VCC fails to make good any default by him or her in making or lodging any return, account or other document or in giving any notice required by law, within 14 days after the service on him or her of a notice requiring him or her to do so by — ( a ) a member of the VCC; ( b ) a creditor of the VCC; or ( c ) a trustee for holders of debentures of the VCC, the Court may, on an application by the person who gave the notice, make an order directing the receiver or manager to make good the default within the time specified in the order. (3) If a receiver or manager of the property of an umbrella VCC fails to make good any default by him or her in making or lodging any return, account or other document or in giving any notice required by law, within 14 days after the service on him or her of a notice requiring him or her to do so by — ( a ) a creditor of the umbrella VCC; or ( b ) a trustee for holders of debentures of the umbrella VCC, the Court may, on an application by the person who gave the notice, make an order directing the receiver or manager to make good the default within the time specified in the order. (4) If a receiver or manager of the property of a particular sub‑fund of an umbrella VCC fails to make good any default by him or her in making or lodging any return, account or other document or in giving any notice required by law, within 14 days after the service on him or her of a notice requiring him or her to do so by — ( a ) a member of the umbrella VCC holding shares issued in respect of the sub‑fund; ( b ) a creditor of the sub-fund; or ( c ) a trustee for holders of debentures of the sub‑fund, the Court may, on an application by the person who gave the notice, make an order directing the receiver or manager to make good the default within the time specified in the order. (5) If it appears that a receiver or manager of the property of a VCC — ( a ) has misapplied, retained or become liable or accountable for any money or property of the VCC; or ( b ) has been guilty of any misfeasance or breach of trust or duty in relation to the VCC, the Court may, on an application by a creditor or contributory or the liquidator of the VCC, examine the conduct of the receiver or manager and compel him or her to — ( c ) repay or restore the money or property or part of it with interest at such rate as the Court thinks just; or ( d ) contribute such sum to the assets of the VCC by way of compensation in respect of the misapplication, retainer, misfeasance or breach of trust or duty, as the Court thinks just. (6) If it appears that a receiver or manager of the property of a particular sub‑fund of an umbrella VCC — ( a ) has misapplied, retained or become liable or accountable for any money or property of the sub‑fund; or ( b ) has been guilty of any misfeasance or breach of trust or duty in relation to the property of the sub‑fund, the Court may, on an application by a creditor or contributory or the liquidator of the sub‑fund, examine the conduct of the receiver or manager and compel him or her to — ( c ) repay or restore the money or property or part of it with interest at such rate as the Court thinks just; or ( d ) contribute such sum to the assets of the sub‑fund by way of compensation in respect of the misapplication, retainer, misfeasance or breach of trust or duty, as the Court thinks just. (7) This section has effect whether or not the act in question is one for which the receiver or manager is criminally liable.


document_id: vcca-2018
provision_ref: s129
chapter: PART 11 - WINDING UP
section: 129
title: Disqualification of liquidators
content:
129. —(1) Subject to this section, a person must not, except with the permission of the Court, consent to be appointed, and must not act as liquidator of a VCC — ( a ) if the person is not an approved liquidator; ( b ) if the person is indebted to the VCC, any sub‑fund of the VCC or a related corporation of the VCC in an amount exceeding $2,500; ( c ) if the person is — (i) an officer of the VCC; (ii) a partner, an employer or an employee of an officer of the VCC; (iii) a partner or an employee of an employee of an officer of the VCC; (iv) the manager of the VCC, the custodian of the VCC (being a non‑umbrella VCC) or the custodian of a sub‑fund of the VCC; or (v) an officer or employee of such manager or custodian; ( d ) if the person is an undischarged bankrupt; ( e ) if the person has assigned the person’s estate for the benefit of the person’s creditors or has made an arrangement with the person’s creditors pursuant to any law relating to bankruptcy; or ( f ) if the person has been convicted of an offence involving fraud or dishonesty punishable on conviction by imprisonment for 3 months or more. [Act 25 of 2021 wef 01/04/2022] (2) Subsection (1)( a ) and ( c ) does not apply to — ( a ) a members’ voluntary winding up; or ( b ) a creditors’ voluntary winding up, if by a resolution carried by a majority of the creditors in number and value present in person or by proxy and voting at a meeting of which 7 days’ notice has been given to every creditor stating the object of the meeting, it is determined that that provision does not so apply. (3) For the purposes of subsection (1) — ( a ) a person is treated as an officer of a VCC if the person is an officer of a related corporation of the VCC or has, at any time within the preceding period of 24 months, been an officer or a promoter of the VCC or of such a corporation; and ( b ) a person is treated as a manager of the VCC, a custodian of the VCC (being a non‑umbrella VCC) or the custodian of a sub-fund of the VCC if it has, at any time within the preceding period of 24 months, been such manager or custodian. (4) A person must not be appointed as liquidator of a VCC unless the person has prior to such appointment consented in writing to act as such liquidator. (5) A person who contravenes subsection (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $2,000. (6) In this section — ( a ) a person is an approved liquidator if — (i) the person falls within a class of persons declared as approved liquidators under section 9(1) of the Companies Act 1967; or (ii) the person has been approved under section 9(2) of the Companies Act 1967 as a liquidator and the approval has not been revoked; and ( b ) a person is indebted to a sub-fund if the debt is incurred in relation to the sub‑fund.


document_id: vcca-2018
provision_ref: s130
chapter: PART 11 - WINDING UP
section: 130
title: Application of Part 10 of Companies Act 1967
content:
130. —(1) Part 10 and section 389 (as it applies to the provisions in Part 10) of the Companies Act 1967 apply in relation to the winding up of a VCC as they apply in relation to the winding up of a company limited by shares, subject to section 5 and the modifications in this section. (2) Sections 250(1)( f ), (2) and (3), 253(2)( b ), 257(3), 288 and 342(7) and Divisions 5 and 6 of Part 10 of the Companies Act 1967 are omitted. (3) Subject to subsection (5), a reference to an officer of a company in the following: ( a ) Division 2 of Part 10 of the Companies Act 1967 (other than section 285(1) and (2)); ( b ) Subdivision (4) of Division 4 of Part 10 of that Act (other than section 339(1)); ( c ) sections 344(4)( a ) and 344A(7)( a ) of that Act, is a reference to — ( d ) an officer of the VCC; ( e ) the manager of the VCC; and ( f ) the custodian of the VCC (being a non‑umbrella VCC). (4) A reference in section 285(1) and (2) of the Companies Act 1967 to an officer of the company is to an officer of the VCC, an officer of the manager of the VCC or an officer of the custodian of the VCC (being a non‑umbrella VCC). (5) A reference in section 286(1) of the Companies Act 1967 to the making of a direction to an officer or former officer of a company to attend before the Court for examination, is to the making of such direction to any officer or former officer of the VCC, any officer of the manager of the VCC, or any officer of the custodian of the VCC (being a non‑umbrella VCC), whether or not the report mentioned in that provision states that an act mentioned in that provision has been committed by that officer, former officer, manager or custodian. (6) In section 254(4) of the Companies Act 1967 — ( a ) the reference to employees of a company is to employees of the VCC and any person engaged by the VCC to provide any fund administration service; and ( b ) the reference to a chief executive officer is omitted. (7) The following provision applies in place of section 253(1) of the Companies Act 1967 (which sets out who may apply to the Court for the winding up of a company): “ A VCC, whether or not it is being wound up voluntarily, may be wound up under an order of the Court on the application of one or more of the following: “ ( a ) the VCC; ( b ) any creditor, including a contingent or prospective creditor, of the VCC; ( c ) a contributory or any person who is the personal representative of a deceased contributory or the Official Assignee of the estate of a bankrupt contributory; ( d ) the liquidator; ( e ) the Minister pursuant to section 119(1); ( f ) the Minister on a ground specified in paragraph ( c ), ( j ), ( l ), ( m ) or ( n ) of the provision that replaced section 254(1) of the Companies Act 1967 under subsection (8); ( g ) MAS on a ground specified in paragraph ( o ) of the provision that replaced section 254(1) of the Companies Act 1967 under subsection (8). ”. (8) The following provision applies in place of section 254(1) of the Companies Act 1967 (which sets out the grounds on which the Court may order a company to be wound up): “ The Court may order the winding up of a VCC if — “ ( a ) the VCC has by special resolution resolved that it be wound up by the Court; ( b ) the VCC does not commence business within a year starting on the date of its incorporation or suspends its business for a whole year; ( c ) the VCC has no member; ( d ) the VCC is unable to pay its debts; ( e ) MAS has under section 288 of the Securities and Futures Act 2001 revoked or withdrawn the authorisation of the collective investment scheme constituted as the VCC; ( f ) the directors have acted in the affairs of the VCC in their own interests rather than in the interests of the members as a whole, or in any other manner which appears to be unfair or unjust to other members; ( g ) an inspector appointed under Part 9 has reported that he or she is of the opinion — (i) that the VCC cannot pay its debts and should be wound up; or (ii) that it is in the interests of the public or of the shareholders or of the creditors that the VCC should be wound up; ( h ) when the period (if any) fixed for the duration of the VCC by the constitution expires or the event (if any) happens on the occurrence of which the constitution provides that the VCC is to be dissolved; ( i ) the Court is of the opinion that it is just and equitable that the VCC be wound up; ( j ) the VCC has carried on multi‑level marketing or pyramid selling in contravention of any written law that prohibits multi‑level marketing or pyramid selling; ( k ) the VCC is being used for an unlawful purpose or for purposes prejudicial to public peace, welfare or good order in Singapore or against national security or the national interest; ( l ) the VCC, being a foreign corporate entity that was registered as a VCC under section 135(1), has breached any of the conditions imposed under that section for its registration; ( m ) the VCC has conducted business outside the scope of its sole object in section 15; ( n ) the VCC has contravened section 46 for no less than the period prescribed by regulations under section 165; or ( o ) the VCC has — (i) contravened a direction issued under section 83(1) or 84(1); or (ii) contravened section 84(3), or any regulation made under section 83(1) or 84(1). ”. (9) A reference in a provision of the Companies Act 1967 as applied by this section in the first column of the following table, to a paragraph of section 254(1) of that Act in the second column of the table, is to the paragraph of the provision that replaces section 254(1) of the Companies Act 1967 in subsection (8) and is opposite the firstmentioned paragraph in the third column of the table: Provision of Companies Act 1967 that is applied by this section Paragraph of section 254(1) of Companies Act 1967 Paragraph of provision in subsection (8) Section 253(2)( a ) Paragraph ( a ) Paragraph ( a ) Paragraph ( b ) — Paragraph ( c ) Paragraph ( b ) Paragraph ( e ) Paragraph ( d ) Paragraph ( i ) Paragraph ( i ) Sections 254(3) and (4), 263( da ) and 322A Paragraph ( m ) Paragraph ( k ) (10) The reference in section 268(4) of the Companies Act 1967 to treasury shares is to shares held by a subsidiary of the VCC under section 22(6) or (11), if any. (11) The following provision applies in place of section 281(1) of the Companies Act 1967 (which enables the Court to direct a contributory to pay to a company moneys due from the contributory and the extent to which set‑off is allowed): “ The Court may make an order directing any contributory on the list of contributories to pay to the VCC, in the manner directed by the order, any money due from the contributory or from the estate of the person whom the contributory represents (excluding any money payable by the contributory or the estate by virtue of any call pursuant to this Act), and when all the creditors are paid in full, any money due on any account to a contributory from the VCC may be allowed to the contributory by way of set‑off against any subsequent call. ”. (12) A reference in sections 286 and 287 of the Companies Act 1967 to the affairs of the company is to the affairs of the VCC. (13) The reference in section 287 of the Companies Act 1967 to a contributory, director or former director of a company is to — ( a ) a contributory, director or former director of a VCC; or ( b ) a director or former director of a manager or custodian of the VCC (being a non‑umbrella VCC). (14) Rules made under section 164 may make provision enabling or requiring all or any of the powers and duties conferred and imposed on the Court by Part 10 of the Companies Act 1967 (as applied by this section) in respect of — ( a ) the holding and conducting of meetings to ascertain the wishes of creditors and contributories; ( b ) the settling of lists of contributories, the rectifying of the register of members where required, and the collecting and applying of the assets; ( c ) the paying, delivery, conveyance, surrender or transfer of money, property, books or papers to the liquidator; ( d ) the making of calls and the adjusting of the rights of contributories; and ( e ) the fixing of a time within which debts and claims must be proved, to be exercised or performed by the liquidator as an officer of the Court and subject to the control of the Court, but the liquidator may not, except with the special permission of the Court, rectify the register of members, or make any call except with the special permission of the Court or the sanction of the committee of inspection. [Act 25 of 2021 wef 01/04/2022] (15) A reference in section 289(1) or 305 of the Companies Act 1967 to any power of, given to or conferred on the Court or the liquidator under or by that Act is to any power of, given to or conferred on the Court or the liquidator (as the case may be) under or by a provision of this Act (including by a provision of the Companies Act 1967 applied by this Act). (16) The reference in section 257(2)( b ), 270(4), 274(1), 288 or 298(3) of the Companies Act 1967 to rules is to rules made under section 164. (17) The reference in section 313(5) of the Companies Act 1967 to an officer of a company is to an officer or the manager of the VCC, or the custodian of the VCC (being a non‑umbrella VCC). (18) The reference in section 313(5) of the Companies Act 1967 to an agent of a company is to an agent of the VCC, and includes a person engaged by the VCC to provide any fund administration service. (19) The reference in section 322 of the Companies Act 1967 to the Companies Liquidation Account is to a VCC Liquidation Account. (20) The reference in section 328(8) of the Companies Act 1967 to 29 December 1967 is to 14 January 2020. (21) The reference in section 328(9)( a ) of the Companies Act 1967 to reconstruction or amalgamation of a company with another company is to the reconstruction or amalgamation of the VCC with a company or another VCC. (22) A reference in section 331 of the Companies Act 1967 to an acquisition or sale of any property, business or undertaking from or to a company includes any such acquisition or sale from or to a VCC, and that section applies accordingly. (23) The reference in section 339(1) of the Companies Act 1967 to an investigation under any other Part of the Companies Act 1967 is to an investigation under any other Part of this Act. (24) The following provision applies in place of section 339(2) of the Companies Act 1967 (which sets out when proper books of accounts are considered not to have been kept by a company under section 339(1) of that Act): “ For the purposes of section 339(1), proper books of account are considered not to have been kept if — “ ( a ) there have not been kept such books or accounts as are necessary to exhibit and explain the transactions and financial position of the trade or business of the VCC, including — (i) books containing entries from day to day in sufficient detail of all cash received and cash paid; and (ii) where the trade or business involved dealings in goods, statements of the annual stocktakings and of all goods sold and purchased, showing the goods and the buyers and sellers of those goods in sufficient detail to enable those goods and those buyers and sellers to be identified; or ( b ) such books or accounts have not been kept in such manner as to enable them to be conveniently and properly audited, whether or not the VCC has appointed an auditor. ”. (25) The reference in section 342(6) of the Companies Act 1967 to an agent of a company is to an agent of the VCC, and includes — ( a ) a banker or solicitor of the VCC; ( b ) any person employed by the VCC as an auditor, whether or not an officer of the VCC; and ( c ) any person engaged by the VCC to provide any fund administration service. (26) The reference in section 347(1) of the Companies Act 1967 to the operation of a previous written law corresponding with section 346 of the Companies Act 1967 or of a law of a designated country


document_id: vcca-2018
provision_ref: s131
chapter: PART 12 - TRANSFER OF REGISTRATION
section: 131
title: Foreign corporate entities to which this Part applies
content:
131. This Part applies to a foreign corporate entity that intends to be registered as a VCC under this Act.


document_id: vcca-2018
provision_ref: s132
chapter: PART 12 - TRANSFER OF REGISTRATION
section: 132
title: Interpretation of this Part
content:
132. In this Part, unless the context otherwise requires — “date of registration”, in relation to a foreign corporate entity that has applied to be registered as a VCC, means the date of registration of the foreign corporate entity specified in the notice of transfer of registration; “foreign corporate entity” means a body corporate that is incorporated outside Singapore, and that comprises one or more collective investment schemes; “notice of transfer of registration” means the notice of transfer of registration issued under section 135(3); “place of incorporation” means, in the case of a foreign corporate entity that had transferred its domicile after its incorporation, the jurisdiction where the foreign corporate entity is domiciled at the time it applies for registration; “registration”, in relation to a foreign corporate entity that has applied to be registered as a VCC under this Part, means registration by the Registrar under section 135(1), and “register” and “registered” are to be construed accordingly.


document_id: vcca-2018
provision_ref: s133
chapter: PART 12 - TRANSFER OF REGISTRATION
section: 133
title: Name of VCCs to be registered under this Part
content:
133. —(1) A foreign corporate entity that intends to be registered as a VCC under this Act must apply to reserve the name of the intended VCC. (2) Section 21 applies to and in respect of an application under subsection (1) as if it were an application to reserve the name of an intended VCC under that section. (3) A foreign corporate entity must not be registered under section 135(1) unless the name which it is proposed to be registered has been reserved under section 21, as applied by subsection (2).


document_id: vcca-2018
provision_ref: s134
chapter: PART 12 - TRANSFER OF REGISTRATION
section: 134
title: Application for registration
content:
134. —(1) A foreign corporate entity may apply to the Registrar to be registered as a VCC under this Act. (2) An application under subsection (1) — ( a ) must be made in such form and manner, and contain such particulars, as may be prescribed; and ( b ) must be accompanied by — (i) a certified copy of the charter, statute, constitution or memorandum or articles or other instrument constituting or defining its constitution (if any), in its place of incorporation; (ii) the constitution by which the foreign corporate entity proposes to be registered; (iii) the name of the manager and directors of the proposed VCC; (iv) such other documents as may be prescribed; and (v) the prescribed fee. (3) The Registrar may require an applicant to provide to the Registrar such further information or documents as the Registrar may require.


document_id: vcca-2018
provision_ref: s135
chapter: PART 12 - TRANSFER OF REGISTRATION
section: 135
title: Registration
content:
135. —(1) Subject to section 136, upon compliance by the foreign corporate entity with section 134, the Registrar may, if he or she thinks fit, register the foreign corporate entity as a VCC by registering its constitution. (2) The registration of the foreign corporate entity is subject to such conditions that the Registrar may impose. (3) Upon registration of the foreign corporate entity, the Registrar must issue a notice of transfer of registration in the prescribed form stating that the entity is, on and starting on the date specified in the notice — ( a ) registered by way of transfer of registration under this Act; and ( b ) a VCC. (4) A certificate of confirmation of registration must be issued by the Registrar upon the application of the VCC. (5) A notice of transfer of registration issued under subsection (3), and a certificate of confirmation of registration issued under subsection (4), is each conclusive evidence — ( a ) that the foreign corporate entity is registered under this section; and ( b ) of the date of the VCC’s registration. (6) A foreign corporate entity registered under this section must, within 60 days after the issue of the notice of transfer of registration under subsection (3), or such further period as may be extended under subsection (7), submit to the Registrar a document evidencing that the foreign corporate entity has been de-registered in its place of incorporation. (7) The Registrar may, on the application of the foreign corporate entity registered under this section, extend the 60‑day period mentioned in subsection (6) subject to such conditions as the Registrar considers fit. (8) The Registrar may, at any time in the Registrar’s discretion, waive or modify any condition imposed by the Registrar under subsection (2). (9) Any person aggrieved by — ( a ) the refusal of the Registrar to register a foreign corporate entity under subsection (1); ( b ) any condition of registration imposed by the Registrar under subsection (2); or ( c ) the modification of any condition by the Registrar under subsection (8), may within 30 days after the date of the refusal to register or the imposition or modification of the condition (as the case may be) appeal to the Minister whose decision is final.


document_id: vcca-2018
provision_ref: s136
chapter: PART 12 - TRANSFER OF REGISTRATION
section: 136
title: When registration must be refused
content:
136. —(1) The Registrar must refuse to register a foreign corporate entity if the Registrar is not satisfied that the minimum requirements prescribed for registration have been met and that all other requirements for registration have been complied with. (2) The Registrar must refuse to register a foreign corporate entity if the Registrar is satisfied that — ( a ) the person named as manager of the proposed VCC does not satisfy section 46(2); ( b ) none of the directors of the proposed VCC is either a director or qualified representative of the manager; ( c ) the proposed VCC is likely to be used for an unlawful purpose or for purposes prejudicial to public peace, welfare or good order in Singapore; or ( d ) it would be contrary to national security or the national interest for the proposed VCC to be registered. [28/2019] (3) Any person aggrieved by the Registrar’s decision under subsection (1) or (2) may, within 30 days after the date of the decision, appeal to the Minister whose decision is final.


document_id: vcca-2018
provision_ref: s137
chapter: PART 12 - TRANSFER OF REGISTRATION
section: 137
title: Effect of registration
content:
137. —(1) Starting on the date of registration specified in the notice of transfer of registration — ( a ) the foreign corporate entity is treated as a VCC and all provisions of this Act pertaining to a VCC apply with such adaptations, exceptions and modifications as may be specified in the regulations; ( b ) the collective investment schemes of the foreign corporate entity are treated as sub‑funds of an umbrella VCC and all provisions of this Act pertaining to sub‑funds apply with such adaptations, exceptions and modifications as may be specified in the regulations; and ( c ) if the foreign corporate entity was registered as a foreign company under Division 2 of Part 11 of the Companies Act 1967 immediately before that date, it ceases to be so registered under Division 2 of that Part despite anything under that Act. (2) To avoid doubt, the registration of a foreign corporate entity does not — ( a ) create a new legal entity; ( b ) prejudice or affect the identity of the body corporate constituted by the foreign corporate entity, or its continuity as a body corporate; ( c ) affect the property, or the rights or obligations, of the foreign corporate entity; or ( d ) render defective any legal proceedings by or against the foreign corporate entity, and any legal proceedings that could have been continued or commenced by or against the foreign corporate entity before its registration may be continued or commenced by or against the VCC after the registration.


document_id: vcca-2018
provision_ref: s138
chapter: PART 12 - TRANSFER OF REGISTRATION
section: 138
title: Revocation of registration
content:
138. —(1) The Registrar may by order revoke the registration of a VCC if the VCC fails to comply with section 135(6). (2) The Registrar must, before making an order of revocation — ( a ) give the VCC written notice of the Registrar’s intention to revoke the registration; ( b ) specify in the notice a period of at least 30 days within which the VCC may make written representations to the Registrar; and ( c ) consider the VCC’s written representations (if any) that are received by the Registrar within the time specified in the notice. (3) At the expiration of the time specified in the notice mentioned in subsection (2), the Registrar may, unless cause to the contrary is previously shown, order that the registration of the VCC be revoked. (4) The Registrar must — ( a ) cause a notice of the order of revocation to be published in the Gazette ; and ( b ) serve a copy of the notice of the order of revocation on the VCC which registration is revoked. (5) Upon publication of the notice of the order of revocation in the Gazette , the order of revocation takes effect, and the VCC ceases to be a VCC, and the provisions of this Act cease to apply to the VCC and to its sub-funds, if any. (6) An order of revocation under subsection (3) is final. (7) Despite the order of revocation in respect of a VCC under subsection (3), the liability (if any) of every officer and member of the VCC continues. (8) Nothing in this section affects — ( a ) the enforcement by any person of any right or claim against the VCC; or ( b ) the enforcement by the VCC of any right or claim against any person, whether such right or claim is enforced against, or by the VCC in its own right or in respect of any of its sub-funds.


document_id: vcca-2018
provision_ref: s139
chapter: PART 12 - TRANSFER OF REGISTRATION
section: 139
title: Duty of VCC to register pre-existing charges
content:
139. —(1) If, before the registration of a foreign corporate entity, there are any charges, whether created by the foreign corporate entity or otherwise, which would have been required to be registered under Division 8 of Part 4 of the Companies Act 1967 (as applied by section 42) if the foreign corporate entity had been incorporated as a VCC under this Act, there must be lodged with the Registrar in the prescribed manner for registration, within 30 days after the date of registration of the VCC, a statement containing the prescribed particulars of the charge. (2) Documents and particulars required to be lodged for registration under subsection (1) may be lodged by the VCC concerned or by any person interested in the documents. (3) Where registration under subsection (1) is effected by some person other than the VCC concerned, that person is entitled to recover from the VCC the amount of any fees properly paid by him or her for the registration. (4) If subsection (1) is contravened, the VCC and every officer of the VCC who is in default shall each be guilty of an offence and shall each be liable on conviction to a fine not exceeding $1,000, and also to a default penalty. (5) To avoid doubt, a failure to comply with subsection (1) does not affect the continuity of status, operation or effect of any security, right, priority or obligation of the charge. (6) The Court, on being satisfied — ( a ) that the omission to register a charge requiring registration under subsection (1), or that the omission or misstatement of any particular with respect to such charge, was accidental or due to inadvertence or to some other sufficient cause or is not of a nature to prejudice the position of creditors or shareholders; or ( b ) that on other grounds it is just and equitable to grant relief, may on the application of the VCC or any person interested and on such terms and conditions as seem to the Court just and expedient (including a term or condition that the rectification is not to affect any liability already incurred by the VCC or any of its officers in respect of the default) order that the time for registration be extended or that the omission or misstatement be rectified. (7) In respect of any charge that is required to be lodged under subsection (1), sections 134, 135, 136 and 138 of the Companies Act 1967 (as applied by section 42) apply as if the charge were a charge to which Division 8 of Part 4 of the Companies Act 1967 (as applied by section 42) applied.


document_id: vcca-2018
provision_ref: s140
chapter: PART 12 - TRANSFER OF REGISTRATION
section: 140
title: Duties of VCC with respect to issue of certificates
content:
140. —(1) Within 60 days after the date of registration of a VCC, the VCC must complete and have ready for delivery appropriate certificates in respect of all persons registered as holders of existing shares or debentures (as the case may be) as at the date of registration. (2) Section 38(2) applies with the necessary modifications to the duty of the VCC under subsection (1). (3) Upon the delivery of the certificates to the holders of existing shares or debentures under subsection (1), all prior certificates in respect of such shares or debentures cease to be operative and cease to have any validity for the purposes of this Act. (4) Any share warrant, stating that the bearer of the warrant is entitled to the shares specified in the warrant and enabling the shares to be transferred by delivery of the warrant, that had been issued by the foreign corporate entity before the date of registration of the VCC is void. (5) If any VCC on which a notice has been served requiring the VCC to make good any default in complying with this section fails to make good the default within 10 days after the service of the notice, the Court may, on the application of the person entitled to have the certificates or the debentures delivered to him or her, make an order directing the VCC and any officer of the VCC to make good the default within such time as is specified in the order. (6) An order under subsection (5) may provide that all costs of and incidental to the application are to be borne by the VCC or by any officer of the VCC in default in such proportions as the Court thinks fit.


document_id: vcca-2018
provision_ref: s141
chapter: PART 12 - TRANSFER OF REGISTRATION
section: 141
title: Regulations
content:
141. The Minister may make regulations under section 165 in respect of applications for registration, and registration of a foreign corporate entity, under this Part, including — ( a ) prescribing the minimum and other requirements that a foreign corporate entity must meet before it may be registered under section 135(1); ( b ) waiving any requirement of this Part in respect of any foreign corporate entity, or class of foreign corporate entities; and ( c ) adapting, modifying or excluding the provisions of this Act in their application to any foreign corporate entity or class of foreign corporate entities registered under this Part.


document_id: vcca-2018
provision_ref: s142
chapter: PART 13 - GENERAL PROVISIONS
section: 142
title: Personal remedies in cases of oppression or injustice, and derivative or representative action
content:
142. Sections 216 (except subsection (2)( e )), 216A and 216B of the Companies Act 1967 apply in relation to a VCC as they apply in relation to a company, subject to section 5 and the following modifications: ( a ) a reference in sections 216 and 216A of the Companies Act 1967 to a declared company under Part 9 of that Act is to a declared VCC as defined in section 110; ( b ) a reference in section 216 of the Companies Act 1967 to the affairs of the company is to the affairs of the VCC; ( c ) the reference in section 216(3) of the Companies Act 1967 to the provisions of that Act relating to the winding up of a company is to Part 11; ( d ) the reference in section 216(4) of the Companies Act 1967 to a provision of that Act is to a provision of this Act (including a provision of the Companies Act 1967 applied by this Act). Division 2 &#x2014; Offences


document_id: vcca-2018
provision_ref: s143
chapter: PART 13 - GENERAL PROVISIONS
section: 143
title: Application
content:
143. This Division does not apply in relation to any offence under Part 7 or to anything done or purportedly done under or for the purposes of Part 7.


document_id: vcca-2018
provision_ref: s144
chapter: PART 13 - GENERAL PROVISIONS
section: 144
title: Application of provisions of Division 2 of Part 12 of Companies Act 1967, etc.
content:
144. —(1) Sections 401, 407, 409 and 409A of the Companies Act 1967 apply in relation to this Act (including a provision of the Companies Act as applied by this Act) as they apply in relation to the Companies Act 1967, subject to section 5 and the following further modifications: ( a ) a reference in those sections of the Companies Act 1967 to a corporation or company is to a VCC; ( b ) a reference in section 401(2) of the Companies Act 1967 to financial statements is to financial statements or consolidated financial statements (as the case may be) required to be prepared under Part 8; ( c ) a reference in sections 401, 407, 409 and 409A of the Companies Act 1967 to the Companies Act 1967 is to this Act (including a provision of the Companies Act applied by this Act). (2) Every person who, while an officer or the manager of a VCC — ( a ) by deceitful, fraudulent or dishonest means, induces any person to grant credit to the VCC, whether for the VCC itself or on account of any of its sub‑funds (if applicable); ( b ) with intent to defraud creditors of the VCC or any of its sub‑funds, makes or causes to be made any gift or transfer of or charge on, or causes or connives at the execution of any enforcement order against, the property of the VCC or any of its sub‑funds (if applicable); or [Act 25 of 2021 wef 01/04/2022] ( c ) with intent to defraud creditors of the VCC or any of its sub‑funds, has concealed or removed any part of the property of the VCC or any of its sub‑funds after or within 2 months before the date of any unsatisfied judgment or order for payment of money obtained against the VCC or the property of any of its sub‑funds (if applicable), shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $15,000 or to imprisonment for a term not exceeding 3 years or to both.


document_id: vcca-2018
provision_ref: s145
chapter: PART 13 - GENERAL PROVISIONS
section: 145
title: False statements or reports
content:
145. A person who, while an officer or the manager of a VCC, the custodian of a VCC (being a non-umbrella VCC) or the custodian of a sub‑fund, with intent to deceive, makes or provides, or knowingly and wilfully authorises or permits the making or providing of, any false or misleading statement or report relating to the affairs of the VCC or sub‑fund (as the case may be), to — ( a ) a director, an auditor, a member, the holder of a debenture of the VCC or sub‑fund or a trustee for such holder; ( b ) in the case of a VCC that is a subsidiary, an auditor of the holding company, shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 2 years or to both.


document_id: vcca-2018
provision_ref: s146
chapter: PART 13 - GENERAL PROVISIONS
section: 146
title: Obtaining payment, etc., to VCC by false promise of officer or agent of VCC
content:
146. —(1) A person who, while an officer, the manager or an agent of a VCC, by any deceitful means or false promise and with intent to defraud, causes or procures any money to be paid, or any chattel or marketable security to be delivered to the VCC or to the person or any other person for the use or benefit or on account of the VCC or its sub‑funds (if any), shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $15,000 or to imprisonment for a term not exceeding 5 years or to both. (2) In a proceeding for an offence under subsection (1), the opinion of a registered or public accountant as to the financial position of a VCC or its sub‑funds (if any) at any time or during any period in respect of which the accountant has made an audit or examination of its affairs according to recognised audit practice, is admissible either for the prosecution or the defence as evidence of the financial position of the VCC or its sub‑funds at that time or during that period. (3) Subsection (2) applies even if the opinion is based in whole or in part on book‑entries, documents or vouchers or on written or verbal statements by other persons.


document_id: vcca-2018
provision_ref: s147
chapter: PART 13 - GENERAL PROVISIONS
section: 147
title: Default penalties
content:
147. —(1) Where a default penalty is provided in a provision of this Act, a person who — ( a ) is convicted of an offence in relation to that provision; or ( b ) who has been dealt with under section 148 for an offence in relation to that provision, shall be guilty of a further offence if the offence continues after the person is so convicted or after the person has been so dealt with, and shall be liable to an additional penalty for each day during which the offence so continues of not more than the amount expressed in the provision as the amount of the default penalty or, if an amount is not so expressed, of not more than $200. (2) For the purposes of subsection (1), where any offence is committed by a person by reason of a failure to do any thing within a particular period, that offence is considered to continue so long as the thing remains undone, even if the period has elapsed. (3) A reference in subsection (1) to a provision of this Act includes a provision of the Companies Act applied by this Act.


document_id: vcca-2018
provision_ref: s148
chapter: PART 13 - GENERAL PROVISIONS
section: 148
title: Composition of offences
content:
148. —(1) The Registrar may compound any offence under a provision of this Act that is prescribed as a compoundable offence by collecting from a person reasonably suspected of having committed the offence a sum not exceeding the lower of the following: ( a ) one half of the amount of the maximum fine that is prescribed for the offence; ( b ) $5,000. (2) The Registrar may compound any offence under a provision of this Act (including an offence under a provision that has been repealed) that — ( a ) was compoundable under this Act at the time the offence was committed; but ( b ) has ceased to be so compoundable, by collecting from a person reasonably suspected of having committed the offence a sum of money not exceeding the lower of the following: ( c ) one half of the amount of the maximum fine that is prescribed for the offence at the time it was committed; ( d ) $5,000. (3) On payment of the sum of money mentioned in subsection (1) or (2), no further proceedings are to be taken against that person in respect of the offence. (4) The Minister may prescribe the offences which may be compounded. (5) All sums collected under this section must be paid into the Consolidated Fund. (6) A reference in this section to a provision of this Act includes a provision of the Companies Act 1967 applied by this Act. Division 3 &#x2014; Other general provisions


document_id: vcca-2018
provision_ref: s149
chapter: PART 13 - GENERAL PROVISIONS
section: 149
title: Service of documents
content:
149. A document may be served on a VCC by leaving it at or sending it by registered post to the registered office of the VCC.


document_id: vcca-2018
provision_ref: s150
chapter: PART 13 - GENERAL PROVISIONS
section: 150
title: Electronic transmission of documents
content:
150. —(1) Subject to subsections (2), (3) and (4) and section 5, sections 387A, 387B and 387C (except subsections (3) and (4)) of the Companies Act 1967 apply in relation to any notice of meeting, accounts, balance sheet, financial statements, report or other document required or permitted to be given, sent or served under this Act or under the constitution of a VCC, as they apply in relation to a similar document that is required or permitted to be given, sent or served under the Companies Act 1967 or under the constitution of a company. [28/2019] (2) In sections 387B and 387C of the Companies Act 1967, “financial statements” means the financial statements or consolidated financial statements (as the case may be) required to be prepared under Part 8. (3) Subject to the regulations mentioned in subsection (4), a member of a VCC is treated as having consented to be given, sent or served using electronic communications, a notice or document mentioned in section 387C(1) of the Companies Act 1967 as applied by subsection (1), if — ( a ) the VCC gave to the member by written notice an opportunity to elect, within a period specified in the notice, whether to receive the notice or document by way of electronic communications or as a physical copy; and ( b ) the member failed to make an election within the specified period. [28/2019] (4) For the purposes of subsection (1), the Minister may make regulations under section 165 for the same matters as those in section 387C(4) of the Companies Act 1967.


document_id: vcca-2018
provision_ref: s151
chapter: PART 13 - GENERAL PROVISIONS
section: 151
title: Costs of proceedings and security for costs
content:
151. —(1) The costs of any proceeding before a court under this Act must be borne by such party to the proceeding as the court may, in its discretion, direct. (2) Subsection (1) does not apply to any proceedings under Part 7 except for proceedings for the recovery of any remuneration or expense under section 85(3) and (4). (3) Where a VCC is claimant in any action or other legal proceeding, the court having jurisdiction in the matter may, if it appears by credible testimony that there is reason to believe that the VCC will be unable to pay the costs of the defendant if successful in his or her defence — ( a ) require sufficient security to be given for those costs; and ( b ) stay all proceedings until the security is given. [Act 25 of 2021 wef 01/04/2022]


document_id: vcca-2018
provision_ref: s152
chapter: PART 13 - GENERAL PROVISIONS
section: 152
title: Disposal of shares of shareholder whose whereabouts are unknown
content:
152. —(1) Subject to section 5 and subsection (2), section 390 of the Companies Act 1967 applies in relation to a VCC as it applies in relation to a company. (2) The reference in section 390(3) of the Companies Act 1967 to section 322 of that Act is to — ( a ) in the case of shares that relate to a sub-fund of an umbrella VCC — section 322 of that Act as applied by section 33; and ( b ) in the case of any other shares — section 322 of that Act as applied by section 130.


document_id: vcca-2018
provision_ref: s153
chapter: PART 13 - GENERAL PROVISIONS
section: 153
title: Power to grant relief
content:
153. Subject to section 5, section 391 of the Companies Act 1967 applies in relation to the following persons as it applies in relation to the persons mentioned in subsection (3) of that section: ( a ) officers of a VCC; ( b ) the manager of a VCC, the custodian of a VCC (being a non-umbrella VCC) or the custodian of a sub‑fund; ( c ) persons engaged by a VCC to provide any fund administration service; ( d ) persons engaged by a VCC as auditors, whether they are or are not officers of the VCC; ( e ) experts of a VCC; ( f ) persons who are receivers, receivers and managers or liquidators appointed or directed by the Court to carry out any duty under this Act in relation to a VCC or a sub-fund of an umbrella VCC, and all other persons so appointed or so directed.


document_id: vcca-2018
provision_ref: s154
chapter: PART 13 - GENERAL PROVISIONS
section: 154
title: Irregularities
content:
154. Subject to section 5, section 392(1), (2), (3), (4), (5) and (6) of the Companies Act 1967 applies in relation to this Act (other than Part 7) as it applies in relation to the Companies Act 1967. [Act 17 of 2023 wef 01/07/2023]


document_id: vcca-2018
provision_ref: s154A
chapter: PART 13 - GENERAL PROVISIONS
section: 154A
title: Technological disruptions, etc., in meetings
content:
154A. A meeting to which section 76A(2)( b ) or ( c ) applies is not invalidated by reason of any technological disruption, malfunction or outage unless the Court is — ( a ) of the opinion that the technological disruption, malfunction or outage has caused or may cause substantial injustice that cannot be remedied by any order of the Court; and ( b ) by order declares the meeting to be invalid. [Act 17 of 2023 wef 01/07/2023]


document_id: vcca-2018
provision_ref: s155
chapter: PART 13 - GENERAL PROVISIONS
section: 155
title: Inspection of books of VCC and related provisions
content:
155. Sections 8A to 8F and 8H of the Companies Act 1967 apply in relation to a VCC as they apply in relation to a corporation, subject to section 5 and the following modifications: ( a ) a reference in sections 8A and 8D of the Companies Act 1967 to an officer of the corporation is to an officer or the manager of the VCC, the custodian of the VCC (being a non‑umbrella VCC) or the custodian of a sub‑fund of the VCC, and section 8D(4) of that Act applies accordingly; ( b ) a reference in section 8A of the Companies Act 1967 to a person employed by the corporation is to a person employed by the VCC, or a person engaged by the VCC to provide any fund administration service; ( c ) a reference in sections 8A, 8C and 8D of the Companies Act 1967 to the affairs of the corporation is to the affairs of the VCC; ( d ) a reference in sections 8C, 8F and 8H of the Companies Act 1967 to the Companies Act 1967 is to this Act (including a provision of the Companies Act 1967 applied by this Act); ( e ) a reference in section 8H of the Companies Act 1967 to an inspector appointed under Part 9 of the Companies Act 1967 is to an inspector appointed under Part 9; ( f ) a reference in section 8H of the Companies Act 1967 to proceedings for the winding up of a corporation under the Companies Act 1967 is to proceedings for the winding up of a VCC under Part 11 or a sub‑fund of an umbrella VCC under section 33; ( g ) to avoid doubt, section 8H of the Companies Act 1967 (as applied by this Act) does not affect the sharing of information under section 161.


document_id: vcca-2018
provision_ref: s156
chapter: PART 13 - GENERAL PROVISIONS
section: 156
title: Production and inspection of books or papers where offence suspected
content:
156. —(1) If, on an application made to a judge of the Court in chambers by or on behalf of the Minister, there is shown to be reasonable cause to believe that — ( a ) a person has, while an officer of a VCC, committed an offence in connection with the management of the VCC’s affairs; and ( b ) evidence of the commission of the offence is to be found in any books or papers of or under the control of the VCC, an order may be made — ( c ) authorising any person named in it to inspect such books or papers or any of them for the purpose of investigating and obtaining evidence of the offence; or ( d ) requiring the secretary or such other officer as is named in the order to produce such books or papers or any of them to a person named in the order at a place so named. (2) For the purposes of subsection (1), a reference to an officer of a VCC includes the manager of the VCC. (3) No appeal lies against any order or decision of a judge under subsection (1). (4) This section does not apply to any offence under Part 7.


document_id: vcca-2018
provision_ref: s157
chapter: PART 13 - GENERAL PROVISIONS
section: 157
title: VCC records
content:
157. —(1) Subject to subsections (2) and (3) and section 5, sections 395, 396 and 396A of the Companies Act 1967 apply in relation to any register, index, minute book, accounting record, minute or other document required to be kept by a VCC under this Act as they apply in relation to a similar document required to be kept by a company under the Companies Act 1967. (2) A reference in section 396A of the Companies Act 1967 to that Act is to this Act. (3) Subsection (1) does not apply to records required to be kept by a VCC under Part 7.


document_id: vcca-2018
provision_ref: s158
chapter: PART 13 - GENERAL PROVISIONS
section: 158
title: Translations of instruments, etc.
content:
158. —(1) Subject to subsections (2) and (3) and section 5, section 397 of the Companies Act 1967 applies in relation to a VCC as it applies in relation to a company. (2) A reference in section 397(1) and (2) of the Companies Act 1967 to that Act is to this Act except Part 7. (3) A reference in section 397(3) of the Companies Act 1967 to that Act is to this Act including Part 7. (4) In section 397(3) of the Companies Act 1967, “financial statements” means the financial statements or consolidated financial statements (as the case may be) required to be prepared under Part 8.


document_id: vcca-2018
provision_ref: s159
chapter: PART 13 - GENERAL PROVISIONS
section: 159
title: Certificate of incorporation is conclusive evidence
content:
159. A notice of incorporation issued by the Registrar under this Act and a certificate of confirmation of incorporation of the Registrar issued under this Act is each conclusive evidence that — ( a ) all the requirements of this Act in respect of registration and of matters precedent and incidental to it have been complied with; and ( b ) the VCC mentioned in it is duly incorporated under this Act.


document_id: vcca-2018
provision_ref: s160
chapter: PART 13 - GENERAL PROVISIONS
section: 160
title: Court may compel compliance
content:
160. —(1) Subject to section 5 and subsection (2), section 399 of the Companies Act 1967 applies in relation to this Act (other than Part 7) as it applies in relation to the Companies Act 1967. (2) For the purpose of subsection (1), a reference in section 399 of the Companies Act 1967 to an officer or a former officer of a company is to an officer or the manager of the VCC, the custodian of the VCC (being a non‑umbrella VCC), a custodian of a sub‑fund, or a person who was formerly such a person.


document_id: vcca-2018
provision_ref: s161
chapter: PART 13 - GENERAL PROVISIONS
section: 161
title: Disclosure of information by Registrar to MAS
content:
161. Despite the provisions of this Act or any requirement imposed under any written law, rule of law, contract or rule of professional conduct, the Registrar or any person authorised by the Registrar may provide any information, report or document obtained in the performance of his or her duties or in the exercise of their functions under this Act to MAS or any person authorised by MAS, for the purpose of enabling the performance or discharge by MAS of its functions or duties under Part 7 or any other written law.


document_id: vcca-2018
provision_ref: s162
chapter: PART 13 - GENERAL PROVISIONS
section: 162
title: Disclosure of information by MAS to ACRA or Registrar
content:
162. Despite the provisions of this Act or any requirement imposed under any written law, rule of law, contract or rule of professional conduct, MAS or any person authorised by MAS may provide any information, report or document obtained in the performance of their duties or in the exercise of their functions under Part 7 or any other written law, to the Registrar, ACRA or any person authorised by ACRA, for the purpose of — ( a ) enabling the Registrar to carry out his or her function or duty under a provision of this Act set out in the Third Schedule; or ( b ) enabling ACRA or the person authorised by ACRA to enforce a provision of this Act set out in the Third Schedule, pursuant to section 39 or 41 of the Accounting and Corporate Regulatory Authority Act 2004.


document_id: vcca-2018
provision_ref: s163
chapter: PART 13 - GENERAL PROVISIONS
section: 163
title: Appeals against act or decision of Registrar
content:
163. —(1) Subject to section 5 and subsection (2), section 409C of the Companies Act 1967 applies in relation to an act or a decision of the Registrar as it applies in relation to an act or a decision of the Registrar of Companies. (2) The reference to the Companies Act 1967 in section 409C of the Companies Act 1967 is to this Act (including a provision of the Companies Act 1967 applied by this Act).


document_id: vcca-2018
provision_ref: s164
chapter: PART 13 - GENERAL PROVISIONS
section: 164
title: Rules of Court
content:
164. —(1) Rules of Court may make provision — ( a ) with respect to proceedings and the practice and procedure of the Court under this Act; ( b ) with respect to any matter or thing which is by this Act required or permitted to be prescribed by rules; ( c ) with respect to Court fees and costs and with respect to rules as to meetings ordered by the Court; and ( d ) generally with respect to the winding up of a VCC or a sub‑fund of a VCC. (2) Any rule in subsection (1) may make provision for or in relation to a matter by applying, adopting or incorporating by reference, with or without modification, any rule mentioned in section 410 of the Companies Act 1967 or a part of any such rule, as in force at a particular time or from time to time, which relates to any matter with which the rule deals.


document_id: vcca-2018
provision_ref: s165
chapter: PART 13 - GENERAL PROVISIONS
section: 165
title: Regulations
content:
165. —(1) The Minister may make such regulations as are necessary or expedient for carrying out the purposes and provisions of this Act (other than Part 7). (2) Without limiting subsection (1), the Minister may make regulations for or with respect to — ( a ) the duties and functions of the Registrar, Deputy Registrars, Assistant Registrars and other persons appointed to assist with the administration of this Act; ( aa ) regulating the use of virtual meeting technology for meetings held in the manner described in section 76A(2)( b ) or ( c ), including — (i) restricting or mandating the types of virtual meeting technology that may be used; (ii) restricting the means by which voting may be carried out, or mandating how voting may be carried out, using virtual meeting technology; (iii) imposing record keeping and auditing requirements in respect of the use of virtual meeting technology; (iv) imposing requirements relating to the verification or authentication of the identities of persons attending meetings using virtual meeting technology; and (v) mandating the notices and documents (including physical notices and documents) to be sent to persons attending or eligible to attend a meeting using virtual meeting technology; [Act 17 of 2023 wef 01/07/2023] ( b ) the lodging or registration of documents and the time and manner of submission of documents for lodging or registration; ( c ) prescribing forms for the purposes of this Act; ( d ) prescribing the fees payable for the purposes of this Act, including but not limited to fees for — (i) the lodgment or registration of any document required to be lodged or registered with the Registrar; (ii) the issue of any document by the Registrar; (iii) any act required to be performed by the Registrar; and (iv) the inspection of any document mentioned in sub‑paragraphs (i) and (ii); ( e ) prescribing the penalties payable for the late lodgment of any document; ( f ) prescribing the manner in which fees and penalties are to be paid; ( g ) the waiver, refund or remission, whether wholly or in part, of any fee or penalty; ( h ) prescribing all matters connected with or arising from the restrictions under this Act as to the reservation or registration of names of VCCs (including rules for determining when a name falls within those restrictions); ( i ) prescribing times for the lodging of any documents with the Registrar; and ( j ) all matters or things which by this Act are required or permitted to be prescribed or which are necessary or expedient to be prescribed for giving effect to this Act. (3) Any regulation made under this section may make provision for or in relation to a matter by applying, adopting or incorporating by reference, with or without modification, any regulation made under the Companies Act or a part of any such regulations, as in force at a particular time or from time to time, which relates to any matter with which the regulations deal. (4) Any regulation made under this section may provide that a contravention of a provision of the regulations shall be an offence, and may provide for penalties not exceeding a fine of $50,000.


document_id: vcca-2018
provision_ref: s166
chapter: PART 13 - GENERAL PROVISIONS
section: 166
title: Amendment of Schedules
content:
166. The Minister may, by notification in the Gazette , add to, vary or amend the Second or Third Schedule.


document_id: vcca-2018
provision_ref: s167
chapter: PART 13 - GENERAL PROVISIONS
section: 167
title: Consequential amendments to other Acts
content:
167. —(1) The Minister may, by order in the Gazette , make amendments to other Acts that are consequential on the enactment of this Act, including applying a provision of any Act to a VCC as it applies to a company, or disapplying to a VCC a provision of any Act that applies to a company, corporation or body corporate. (2) An order under subsection (1) — ( a ) may be made at any time within the period of 2 years after 14 January 2020; and ( b ) must be presented to Parliament as soon as possible after publication in the Gazette .


document_id: vfa-1960
provision_ref: s2
chapter: PART 1 - PRELIMINARY
section: 2
title: Interpretation
content:
2. —(1) In this Act, unless the context otherwise requires — “authorised service organisation” means a body organised for the benefit of or to serve the welfare of a force or civilian component or dependant; “civilian component” means the civilian personnel accompanying a force, who are employed in the service of a force or by an authorised service organisation accompanying a force, and who are not stateless persons nor citizens of, nor ordinarily resident in Singapore; “court” includes a service court; “court of Singapore” means any court in Singapore other than a service court; “dependant”, in relation to a member of a force or civilian component, means a person who is not ordinarily resident in Singapore and who is — ( a ) the wife or husband of any such member; ( b ) wholly or mainly maintained or employed by any such member; or ( c ) is in the custody, charge or care, or who forms part of the family of any such member; “forces”, in relation to a country, means any of the naval, military or air forces of that country; “law of Singapore” means any written law for the time being in force in Singapore or any part thereof, and includes the Constitution; “member”, in relation to a visiting force, means a member of the force of a sending country, being one of the members of the force for the time being appointed to serve with that visiting force, and includes any person in Singapore for the time being voluntarily enlisted in that force; “Minister” means the Minister for the time being charged with the responsibility for defence; “sending country”, in relation to a visiting force, means the country of whose forces the visiting force forms part; “service authorities” means the authorities of a force who are empowered by the law of the country of whose forces the visiting force forms part to exercise command or jurisdiction over members of a force; “service court” means a court established under service law and includes any authority of a country who under the law of that country is empowered to review the proceedings of such a court or to try or investigate charges brought against persons subject to the service law of that country; and references to trial by, or to sentences passed by, service courts of a country shall be construed respectively as including references to trial by, and to punishment imposed by, such an authority in the exercise of such power; “service law”, in relation to a country, means the law governing all or any of the forces of that country; “Singapore authorities” means the authority or authorities from time to time authorised or designated by the Government for the purpose of exercising the powers in relation to which the expression is used; “Singapore forces” means any of the Singapore Armed Forces for the time being serving in Singapore, and includes any police force, and other body which by virtue of any law of Singapore is or is deemed to form part of the Singapore Armed Forces; “visiting force”, for the purposes of any provision of this Act, means any body, contingent or detachment of the forces of a country to which that provision applies, being a body, contingent or detachment for the time being lawfully present in Singapore pursuant to any treaty, agreement or arrangement to which the Government is a party. (2) For the purposes of this Act, a member of a force of any country which (by whatever name called) is in the nature of a reserve or auxiliary force shall be deemed to be a member of that country’s forces so long as, but only so long as, he is called into actual service (by whatever expression described) or is called out for training; and any reference in this Act to a person’s becoming a member of a country’s forces shall be construed accordingly. (3) References in any provision of this Act to the appropriate authority of a country are references to such authority as may be appointed by the government of that country for the purposes of that provision. (4) References in this Act to the presence of any forces in Singapore at any time shall be construed as including references to their being at that time in transit to Singapore. (5) In determining for the purposes of any provision of this Act whether a person is or was at any time ordinarily resident in Singapore, no account shall be taken of any period during which he has been or intends to be present in Singapore while being a member of a visiting force or of a civilian component of such a force, or while being a dependant of a member of a visiting force or of such a civilian component.


document_id: vfa-1960
provision_ref: s3
chapter: PART 1 - PRELIMINARY
section: 3
title: Countries to which this Act applies
content:
3. —(1) References in this Act to a country to which a provision of this Act applies are references to any country designated for the purpose of that provision by order of the President under subsection (2). (2) Where it appears to the President that it is expedient that all or any of the provisions of this Act should have effect in relation to any country, he may by order designate that country for the purposes of such provisions. (3) The President may by order provide that insofar as this Act has effect in relation to any country designated under subsection (2), it shall have effect subject to such limitations, adaptations or modifications (including the limitation, adaptation or modification of any definition in this Act) as may be specified in that order.


document_id: vfa-1960
provision_ref: s4
chapter: PART 1 - PRELIMINARY
section: 4
title: Definition of membership of civilian component of visiting force
content:
4. —(1) In Part 2, references to a member of a civilian component of a visiting force are references to a person for the time being fulfilling all the following conditions: ( a ) that he holds a passport issued in respect of him by a government, not being a passport issued by the passport authorities of Singapore; ( b ) that the passport contains an uncancelled entry made by or on behalf of the appropriate authority of the sending country stating that he is a member of a civilian component of a visiting force of that country; ( c ) that the passport contains a note of recognition of that entry by or on behalf of the Minister for the time being charged with responsibility for immigration which has not been cancelled and as respects which no notification in writing has been given by or on behalf of that Minister to the appropriate authority of the sending country stating that the recognition is withdrawn. (2) The reference in subsection (1)( c ) to a note of recognition of an entry in a passport is a reference to any mark or indication made in the passport by or on behalf of the Minister for the time being charged with responsibility for immigration signifying that the entry has been noted and approved. (3) In this section, “passport” includes any document which, in accordance with the law for the time being in force in Singapore, would be treated as the equivalent of a passport in the case of a person entering Singapore, being a national of the country by whose government the document is issued.


document_id: vfa-1960
provision_ref: s5
chapter: PART 1 - PRELIMINARY
section: 5
title: Definition of relevant association
content:
5. In Part 2, references to a person’s having at any time a relevant association with a visiting force are references to his being at that time a person of one or other of the following descriptions: ( a ) a member of that visiting force or a member of a civilian component of that force; ( b ) a person (not being a citizen of Singapore or ordinarily resident in Singapore) being a dependant of a member of that visiting force or of a civilian component of that force.


document_id: vfa-1960
provision_ref: s6
chapter: PART 2 - VISITING FORCES
section: 6
title: Exercise of powers by service courts and authorities of countries sending visiting forces
content:
6. —(1) The service courts and service authorities of a country to which this section applies may within Singapore, or on board any ships or aircraft belonging to the Government, exercise over persons subject to their jurisdiction in accordance with this section all such powers as are exercisable by them according to the law of that country. (2) The persons subject to the jurisdiction of the service courts and service authorities of a country in accordance with this section are the following: ( a ) members of any visiting force of that country; ( b ) all persons, not being citizens of Singapore, seconded or temporarily attached to or serving with the Singapore Armed Forces in accordance with any treaty, arrangement or agreement to which the Government is a party, and who by their terms and conditions of service are subject to the jurisdiction of such courts and authorities; and ( c ) all other persons who, being neither citizens of Singapore nor ordinarily resident in Singapore, are for the time being subject to the service law of that country otherwise than as members of that country’s forces, except that for the purposes of this subsection, a person shall not be treated as a member of a visiting force of a country if he became (or last became) a member of that country’s forces at a time when he was in Singapore, unless it is shown that he then became a member of those forces with his consent. (3) Where any sentence has, whether within or outside Singapore, been passed by a service court of a country to which this section applies upon a person who immediately before the sentence was passed was subject to the jurisdiction of that court in accordance with this section, then for the purposes of any proceedings in a court of Singapore that service court shall be deemed to have been properly constituted, and the sentence shall be deemed to be within the jurisdiction of that court and in accordance with the law of that country, and if executed according to the tenor of the sentence shall be deemed to have been lawfully executed. (4) Notwithstanding anything in subsections (1), (2) and (3), a sentence of death passed by a service court of a country to which this section applies shall not be carried out in Singapore unless under the law of Singapore a sentence of death could have been passed in a similar case. (5) Any person who — ( a ) is detained in custody in pursuance of a sentence as respects which subsection (3) has effect; or ( b ) being subject in accordance with this section to the jurisdiction of the service courts of a country to which this section applies, is detained in custody pending or during the trial by such a court of a charge brought against him, shall for the purposes of any proceedings in any court of Singapore be deemed to be in lawful custody. (6) For the purpose of enabling the service courts and service authorities of a country to which this section applies to exercise more effectively the powers referred to in subsection (1), the Minister may, if so requested by the appropriate authority of that country, from time to time by general or special orders direct members of the Singapore forces to arrest any person, being a member of a visiting force of that country, who is alleged to be guilty of an offence punishable under the law of that country, and to hand him over to such service authority of that country as may be designated by or under such orders.


document_id: vfa-1960
provision_ref: s7
chapter: PART 2 - VISITING FORCES
section: 7
title: Restriction as respects certain offences, of trial of offenders connected with visiting force
content:
7. —(1) No prosecution for an offence alleged to have been committed by a member of a visiting force shall be instituted in any court of Singapore unless — ( a ) the Public Prosecutor certifies — (i) that the offence is one in relation to which the Singapore authorities have the right to exercise exclusive jurisdiction or the primary right to exercise jurisdiction under any treaty, agreement or arrangement to which the Government is a party; and (ii) that such authorities have not waived their right of jurisdiction in respect of that offence; or ( b ) the Public Prosecutor certifies that, although the offence is one in respect of which the service authorities of the visiting force have the primary right to exercise jurisdiction under such a treaty, agreement or arrangement, that right has been waived in respect of the offence by such authorities or by the government of the country to which such visiting force belongs. (2) Where a person has been tried by a service court of a country under the powers referred to in section 6(1) duly exercised in accordance with the provisions of any treaty, agreement or arrangement between Singapore and that country, he shall not be tried for the same offence by any court of Singapore. (3) The President may by order direct that subsection (1) shall apply in like manner as it applies to members of a visiting force to such other persons or class of persons having a relevant association with a visiting force as he may by such order specify. (4) Subject to section 9, a person charged with an offence may, notwithstanding this section, be arrested or a warrant for his arrest may be issued or executed, and any such person may be remanded in custody or on bail notwithstanding that the Public Prosecutor has not given a certificate under subsection (1), but the case shall not be further prosecuted until such a certificate has been given.


document_id: vfa-1960
provision_ref: s8
chapter: PART 2 - VISITING FORCES
section: 8
title: Singapore courts to have regard to sentences of service courts
content:
8. Where a person who has been convicted by a service court under the powers referred to in section 6(1) is convicted by a court of Singapore, and it appears to that court that the conviction by the service court was wholly or partly in respect of acts or omissions in respect of which he is convicted by the court of Singapore, that court shall have regard to the sentence of the service court.


document_id: vfa-1960
provision_ref: s9
chapter: PART 2 - VISITING FORCES
section: 9
title: Arrest, custody, etc., of offenders against Singapore law
content:
9. —(1) Neither section 7 nor section 8 shall affect — ( a ) any powers of arrest, search, entry, seizure or custody exercisable under any law of Singapore with respect to offences committed or believed to have been committed against that law; ( b ) any obligation of any person in respect of a bail bond entered into in consequence of his arrest, or the arrest of any other person, for such an offence; or ( c ) any power of any court to remand (whether on bail or in custody) a person brought before the court in connection with such an offence. (2) Where a person to whom this section applies is taken into custody by a police officer for any offence referred to in subsection (1), and is not released, and — ( a ) it is apparent that he has a relevant association with a visiting force of a country to which this section applies, then he shall as soon as practicable thereafter, be delivered or remanded into the custody of a service authority of that country; or ( b ) it is not apparent but there are reasonable grounds for believing that in accordance with section 6 he is subject to the jurisdiction of the service courts of a country to which this section applies, then with a view to its being determined whether he is to be dealt with for that offence under the law of Singapore or by the service courts of that country, as the case may be, he may be detained in custody for a period not exceeding 24 hours; but if within that period he is not delivered into the custody of a service authority of that country he shall be released on bail or brought before a Magistrate. (3) Where a prosecution for an offence alleged to have been committed by a person to whom this section applies is instituted pursuant to section 7(1) in any court of Singapore, that person shall be delivered or remanded into the custody of a service authority of that country until he is brought to trial by the Singapore authorities. (4) A person detained in custody in accordance with subsections (1), (2) and (3) shall be deemed to be in lawful custody for all purposes. (5) This section applies to — ( a ) members of a visiting force; and ( b ) any other persons who have a relevant association with a visiting force.


document_id: vfa-1960
provision_ref: s10
chapter: PART 2 - VISITING FORCES
section: 10
title: Restriction on proceedings in respect of service of members, etc., of visiting force
content:
10. No proceedings shall be entertained by any court of Singapore with regard to the pay of any person in respect of service as a member of a visiting force or as a member of a civilian component of such a force, with regard to the terms of such service or with regard to a person’s discharge from such service.


document_id: vfa-1960
provision_ref: s11
chapter: PART 2 - VISITING FORCES
section: 11
title:
Provisions as to Magistrate’s or Coroner’s inquiries and as to removal of bodies of deceased persons

content:
11. —(1) If any Magistrate or Coroner having jurisdiction to hold an inquiry touching a death is satisfied that the deceased person at the time of his death had a relevant association with a visiting force, then unless the Minister otherwise directs the Magistrate or Coroner shall not hold the inquiry or, if the inquiry has been begun but not completed, shall adjourn the inquiry. (2) Subject to subsection (1), if on an inquiry touching a death the Magistrate or Coroner is satisfied — ( a ) that a person who in accordance with section 6 is subject to the jurisdiction of the service courts of a country to which this section applies has been charged before a court of that country with causing the death of the deceased person, whether or not that charge has been dealt with; or ( b ) that such a person is being detained by an authority of that country with a view to being so charged, then unless the Minister otherwise directs the Magistrate or Coroner shall adjourn the inquiry, and shall furnish the registrar of deaths with a certificate stating the particulars necessary for the registration of the death so far as they have been ascertained at the inquiry. (3) Where an inquiry is adjourned under this section, the Magistrate or Coroner shall not resume it except on the direction of the Minister and, if the Magistrate or Coroner does resume it, shall proceed in all respects as if the inquiry had not previously been begun, except that it shall not be obligatory on the Magistrate or Coroner to view the body or to furnish the registrar of deaths with any certificate or further certificate, as the case may be. (4) Subject to subsection (5), any law in force in Singapore restricting the removal out of Singapore of the body of a deceased person shall not apply to the body of a person who at the time of his death had a relevant association with a visiting force. (5) Subsection (4) shall not apply as respects the body of a person concerning whose death, by virtue of a direction of the Minister under subsection (1) or (3), an inquiry is required to be held or, if begun, is required to be resumed. (6) Notwithstanding anything in any law of Singapore relating to certificates to be given to persons giving information concerning deaths, a certificate shall not be given under that law to the person giving information concerning a death if that person states that the body is one as respects which subsection (4) has effect and that it is proposed to remove the body out of Singapore.


document_id: vfa-1960
provision_ref: s12
chapter: PART 2 - VISITING FORCES
section: 12
title: Application to visiting forces of law relating to Singapore forces
content:
12. —(1) Where under any written law a power is exercisable by any authority or person — ( a ) as respects any of the Singapore forces or their members or service courts or other persons in any way connected therewith; or ( b ) as respects any property used or to be used for the purposes of any of the Singapore forces, or for taking possession of any property to be so used, or for acquiring (whether by agreement or compulsorily) any property so used or to be so used, the President may by order make provision for securing that subject to any conditions specified by the order the power shall be exercisable by that authority or person in the case of any visiting force to which the order applies to any extent to which it would be exercisable if the visiting force were a part of any of the Singapore forces. (2) The President may by order made as respects any visiting force for the purpose of implementing any treaty, agreement or arrangement between Singapore and the country to which such force belongs — ( a ) exempt that force or members or service courts or other persons (including any authorised service organisation) in any way connected therewith or property used or to be used for those purposes from the operation of any written law specified in the order; and ( b ) confer on that force or any such members, courts, persons or property any other power, privilege or immunity which would be enjoyed or would be capable of being conferred on the force, members, courts, persons or property if the force were part of any of the Singapore forces. (3) Where by any written law the doing of anything is prohibited, restricted or required in relation to — ( a ) any of the Singapore forces or their members or service courts or other persons in any way connected therewith; or ( b ) any property used or to be used for the purposes of any of the Singapore forces, the President may by order make provisions for securing that the prohibition, restriction or requirement shall have effect in the case of any visiting force to which the order applies to any extent to which it so would have effect if the visiting force were a part of any of the Singapore forces. (4) An order under this section — ( a ) may contain such incidental, consequential and supplementary provisions as appear to the President expedient for the purposes of the order, including provisions for applying, modifying, adapting or suspending any written law; and ( b ) may make financial provision in respect of the exercise of any power, or the discharge of any duty, conferred or imposed by the order. (5) In this section, “property” includes both movable and immovable property. (6) Subsections (1) and (3) apply whether the power in question is exercisable, or the prohibition, restriction or requirement in question is imposed, by provision expressly relating to the Singapore forces or by more general provision.


document_id: vfa-1960
provision_ref: s13
chapter: PART 2 - VISITING FORCES
section: 13
title: Settlement of claims against visiting forces
content:
13. —(1) The Minister may make arrangements whereby claims in respect of acts or omissions of members of visiting forces, or of other persons or organisations connected therewith to whom the arrangements relate, being acts or omissions of any description to which the arrangements relate, will be satisfied by payments made by the Minister of such amounts as may be adjudged by any court of Singapore or as may be agreed between the claimant and the Minister or such other authority as may be provided by the arrangements; and any expenses of the Minister incurred in satisfying claims in pursuance of any such arrangements or otherwise in connection with the arrangements shall be defrayed out of moneys provided by Parliament. (2) The Minister shall take such steps as may be requisite for securing that persons concerned with any arrangements made by him under this section shall be informed of the nature and operation of the arrangements.


document_id: vfa-1960
provision_ref: s14
chapter: PART 2 - VISITING FORCES
section: 14
title: Evidence for purposes of Part 2
content:
14. —(1) For the purposes of this Part, a certificate issued by or on behalf of the appropriate authority of a country, stating that at a time specified in the certificate a person so specified either was or was not a member of a visiting force of that country, shall in any proceedings in any court in Singapore be sufficient evidence of the fact so stated unless the contrary is proved. (2) For the purposes of this Part, a certificate issued by or on behalf of the appropriate authority of a country, stating, as respects a person specified in the certificate — ( a ) that on a date so specified he was sentenced by a service court of that country to such punishment as is specified in the certificate; ( b ) that he is, or was at a time so specified, detained in custody in pursuance of a sentence passed upon him by a service court of that country or pending or during the trial by such a court of a charge brought against him; or ( c ) that he has been tried, at a time and place specified in the certificate, by a service court of that country for a crime so specified, shall in any proceedings in any court of Singapore be conclusive evidence of the facts so stated. (3) For the purposes of section 4, all the following provisions shall have effect in any proceedings in any court of Singapore: ( a ) a document purporting to be a passport issued by or on behalf of a government and to be so issued in respect of a person bearing the name in which a person is referred to in the proceedings (whether as a party to the proceedings or otherwise) shall, unless the contrary is proved, be deemed to have been issued by that government and to relate to the person so referred to; ( b ) an entry in a passport containing such a statement as is mentioned in section 4(1)( b ) and purporting to be made by or on behalf of the appropriate authority of the sending country shall, unless the contrary is proved, be deemed to have been so made; ( c ) a mark or indication in a passport purporting to be made by or on behalf of the Minister shall, unless the contrary is proved, be deemed to have been so made. (4) For the purposes of this Part, the production of an uncancelled entry made by or on behalf of the appropriate authority of the sending country in a document purporting to be a passport issued by a government (other than Singapore) stating that the person mentioned in such document (not being a citizen of Singapore or ordinarily resident in Singapore) is a dependant of a member of a visiting force of that country or of a civilian component of that force shall in any proceedings in any court of Singapore be sufficient evidence of the fact so stated unless the contrary is proved. (5) Where a person is charged with an offence against the law of Singapore and at the time when the offence is alleged to have been committed he was a member of a visiting force or a member of a civilian component of such a force, a certificate issued by or on behalf of the appropriate authority of the sending country, stating that the alleged offence, if committed by him, arose out of and in the course of his duty as a member of that force or component, as the case may be, shall in any such proceedings be sufficient evidence of that fact unless the contrary is proved. (6) For the purposes of section 7(1), any certificate of the Public Prosecutor given under that section shall in any proceedings be conclusive evidence of the facts stated therein.


document_id: vfa-1960
provision_ref: s15
chapter: PART 3 - DESERTERS AND ABSENTEES WITHOUT LEAVE
section: 15
title: Apprehension and disposal of deserters and absentees without leave
content:
15. —(1) Subject to this section, sections 123, 167 and 168 of the Singapore Armed Forces Act 1972 (which relate to the apprehension, custody and delivery into military custody of deserters and absentees without leave from the Singapore Armed Forces) shall within Singapore apply in relation to deserters and absentees without leave from the forces of any country to which this section applies as they apply in relation to deserters and absentees without leave from the Singapore Armed Forces. (2) The powers conferred by sections 123, 167 and 168 of the Singapore Armed Forces Act 1972 as applied by subsection (1) shall not be exercised in relation to a person except in compliance with a request (whether specific or general) of the appropriate authority of the country to which he belongs. (3) In sections 123, 167 and 168 of the Singapore Armed Forces Act 1972 as applied by subsection (1), references to the delivery of a person into military custody shall be construed as references to the handing over of that person to such authority of the country to which he belongs, at such place in Singapore as may be designated by the appropriate authority of that country. (4) In this section, references to the country to which a person belongs are references to the country from whose forces he is suspected of being or (where he has surrendered himself) appears from his confession to be a deserter or absentee without leave.


document_id: vfa-1960
provision_ref: s16
chapter: PART 3 - DESERTERS AND ABSENTEES WITHOUT LEAVE
section: 16
title: Evidence for purposes of section 15
content:
16. For the purposes of any proceedings under or arising out of any provision of the Singapore Armed Forces Act 1972 as applied by section 15 — ( a ) a document purporting to be a certificate under the hand of the Minister, stating that a request has been made for the exercise of the powers mentioned in section 15(2), and indicating the effect of the request, shall be sufficient evidence, unless the contrary is proved, that the request has been made and of its effect; and ( b ) a document purporting to be a certificate under the hand of the officer commanding a unit or detachment of any of the forces of a country to which this section applies, stating that a person named and described in the document was at the date of the certificate a deserter, or absentee without leave, from those forces shall be sufficient evidence, unless the contrary is proved, of the facts appearing from the document to be so certified.


document_id: vfa-1960
provision_ref: s17
chapter: PART 4 - ATTACHMENT OF PERSONNEL AND MUTUAL POWERS OF COMMAND
section: 17
title: Attachment of personnel and mutual powers of command
content:
17. —(1) The Armed Forces Council — ( a ) may attach temporarily to a Singapore force any member of the forces of any country to which this section applies who is placed at the disposal of the Government for the purpose by the service authorities of that country; and ( b ) subject to anything to the contrary in the conditions applicable to his service, may place any member of a Singapore force at the disposal of the service authorities of any country to which this section applies for the purpose of being attached temporarily by those authorities to a force of that country, except that the power conferred by paragraph ( b ) shall not be exercisable in relation to any person without his consent. (2) Subject to subsection (3), while a member of any force of a country to which this section applies is by virtue of this section attached temporarily to a Singapore force, he shall be treated and shall have the like powers of command and punishment over members of the Singapore force to which he is attached and shall be subject in all respects to the law relating to discipline and administration of that force as if he were a member of the force of relative rank. (3) The President may by order direct in relation to members of a force of any such country specified in the order, that such law shall apply with such exceptions and subject to such adaptations and modifications as may be so specified. (4) When a Singapore force and a force of a country to which this section applies (referred to in this subsection as the other force) are serving together whether alone or not — ( a ) any member of the other force shall be treated and shall have over members of the Singapore force the like powers of command as if he were a member of the Singapore force of relative rank; and ( b ) if the forces are acting in combination, any officer of the other force appointed by the President or in accordance with regulations made by or by authority of the President, to command the combined force, or any part thereof, shall be treated and shall have over members of the Singapore force the like powers of command and punishment and may be invested with the like authority to convene, and confirm the findings and sentences of, courts martial as if he were an officer of the Singapore force of relative rank and holding the same command. (5) For the purpose of this section, forces shall be deemed to be serving together or acting in combination if and only if they are declared to be so serving or so acting by order of the President and the relative rank of members of the Singapore forces and of other forces shall be such as may be prescribed by regulations made by the President.


document_id: vfa-1960
provision_ref: s18
chapter: PART 5 - SUPPLEMENTARY PROVISIONS
section: 18
title: Provisions as to proof of facts by certificate
content:
18. —(1) For the purposes of this Act — ( a ) a certificate issued by or on behalf of the appropriate authority of a country, stating that a body, contingent or detachment of the forces of that country is, or was at a time specified in the certificate, present in Singapore, shall in any proceedings in any court of Singapore be conclusive evidence of the fact so stated; and ( b ) where in any such proceedings it is admitted or proved (whether by means of a certificate under paragraph ( a ) or otherwise) that a body, contingent or detachment of the forces of a country is or was at any time present in Singapore, it shall be assumed in those proceedings, unless the contrary is shown, that the body, contingent or detachment is or was at that time lawfully present in Singapore. (2) Where in any certificate issued for the purposes of this Act reference is made to a person by name, and in any proceedings in a court of Singapore reference is made to a person by that name (whether as a party to the proceedings or otherwise), the references in the certificate and in the proceedings respectively shall, unless the contrary is proved, be deemed to be references to one and the same person. (3) Any document purporting to be a certificate issued for the purposes of any provision of this Act, and to be signed by or on behalf of an authority specified in it, shall be received in evidence and shall, unless the contrary is proved, be deemed to be a certificate issued by or on behalf of that authority; and where under the provision in question a certificate is required to be issued by or on behalf of the appropriate authority of a country, and the document purports to be signed by or on behalf of an authority of that country, that authority shall, unless the contrary is proved, be deemed to be the appropriate authority of that country for the purposes of that provision.


document_id: vsa-1974
provision_ref: s2
section: 2
title: Interpretation
content:
2. In this Act, unless the context otherwise requires — “approved permanent premises” has the meaning given by section 2(1) of the Healthcare Services Act 2020; [Act 19 of 2025 wef 05/12/2025] “court” means the General Division of the High Court or a Family Court; “health institution” means — ( a ) any approved permanent premises at which the holder of a licence granted under the Healthcare Services Act 2020 is approved to provide an acute hospital service or ambulatory surgical centre service; or ( b ) any specialist medical clinic; [Act 19 of 2025 wef 05/12/2025] “registered medical practitioner” has the meaning given by the Medical Registration Act 1997; “specialist medical clinic” means any approved permanent premises at which — ( a ) the holder of a licence granted under the Healthcare Services Act 2020 is approved to provide an outpatient medical service; and ( b ) a registered medical practitioner who is registered under section 22 of the Medical Registration Act 1997 as a specialist in any prescribed branch of medicine is employed or engaged by the holder of the licence mentioned in paragraph ( a ) to practise medicine as part of the provision of the outpatient medical service; [Act 19 of 2025 wef 05/12/2025] “treatment for sexual sterilisation” means the surgical sterilisation of a male or female that does not involve removal of the reproduction glands or organs unless the removal is necessary for medical or therapeutic reasons. [27/2014; 40/2019] [*Updated to be consistent with the 2020 Revised Edition]


document_id: vsa-1974
provision_ref: s3
section: 3
title: Treatment for sexual sterilisation
content:
3. —(1) Despite any written law, but subject to this section and section 4, it is lawful for a registered medical practitioner to carry out treatment for sexual sterilisation. (2) A registered medical practitioner may carry out treatment for sexual sterilisation on any person if, and only if, the following conditions are satisfied: ( a ) subject to paragraphs ( d ) and ( e ), in the case of a married or an unmarried person who is 21 years of age or older — if the person consents to the treatment; ( b ) subject to paragraph ( d ), in the case of a married person who is below 21 years of age — if the person consents to the treatment; ( c ) subject to paragraph ( e ), in the case of an unmarried person who is below 21 years of age — if the person, and at least one parent or guardian of the person, both consent to the treatment; ( d ) in the case of a married person who lacks capacity within the meaning of section 4 of the Mental Capacity Act 2008 to consent to the treatment — if, on the application of the person’s spouse, the court makes an order declaring that the treatment is necessary in the best interests of that person; ( e ) in the case of an unmarried person who lacks capacity within the meaning of section 4 of the Mental Capacity Act 2008 to consent to the treatment — if, on the application of at least one parent or guardian of the person, the court makes an order declaring that the treatment is necessary in the best interests of that person. [27/2014] (3) Before a registered medical practitioner carries out treatment for sexual sterilisation, he or she must give to the person undergoing the treatment, not being a person who lacks capacity within the meaning of section 4 of the Mental Capacity Act 2008 to consent to the treatment, a full and reasonable explanation as to the meaning and consequences of that treatment, and that person must certify that he or she clearly understands the meaning and consequences of that treatment. (4) For the purposes of this section, Part 2 of the Mental Capacity Act 2008 applies, with the necessary modifications, for the purposes of determining — ( a ) whether a person lacks capacity within the meaning of section 4 of that Act to consent to treatment for sexual sterilisation; and ( b ) whether such treatment is in the best interests of that person. (5) Any registered medical practitioner who carries out any treatment for sexual sterilisation on a person when the requisite conditions referred to in subsection (2) in respect of that person are not satisfied shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 5 years or to both.


document_id: vsa-1974
provision_ref: s4
section: 4
title: Sexual sterilisation to be carried out in health institution
content:
4. —(1) Subject to subsection (2), every treatment for sexual sterilisation must only be carried out — ( a ) in a health institution; and ( b ) by a registered medical practitioner who is authorised, by the person having the management or control of the health institution, to carry out such treatment. (2) Where the treatment for sexual sterilisation is carried out in a health institution that is a specialist medical clinic, the registered medical practitioner mentioned in subsection (1)( b ) must also possess the prescribed surgical or obstetric qualifications.


document_id: vsa-1974
provision_ref: s5
section: 5
title: Privilege against disclosure of matters or treatment relating to sexual sterilisation
content:
5. —(1) A person who — ( a ) is concerned with the keeping of medical records in connection with any treatment for sexual sterilisation; or ( b ) participates in any treatment for sexual sterilisation, must not, unless the person upon whom the treatment has been performed expressly consents to the disclosure, disclose any facts or information relating to that treatment except to such persons and for such purposes as may be prescribed. (2) Any person who contravenes subsection (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 12 months or to both.


document_id: vsa-1974
provision_ref: s6
section: 6
title: Power to inspect health institutions and examine records, etc.
content:
6. For the purpose of ensuring that this Act and any regulations made under this Act are being complied with, a public officer authorised by the Minister may — ( a ) enter any health institution; and ( b ) examine and make copies of or take extracts from any records or documents connected with any treatment for sexual sterilisation.


document_id: vsa-1974
provision_ref: s7
section: 7
title: Penalty for compelling any person to undergo treatment for sexual sterilisation
content:
7. Any person who, by means of coercion or intimidation, compels or induces another person to undergo treatment for sexual sterilisation against that other person’s will shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 5 years or to both.


document_id: vsa-1974
provision_ref: s8
section: 8
title: Immunity of registered medical practitioners
content:
8. No registered medical practitioner shall be liable civilly or criminally for carrying out treatment for sexual sterilisation on any person so long as — ( a ) the conditions in section 3(2) are satisfied in respect of that person; and ( b ) the treatment is not carried out in a negligent manner.


document_id: vsa-1974
provision_ref: s9
section: 9
title: Sexual sterilisation not to constitute grievous hurt under section 320 of Penal Code 1871
content:
9. To avoid doubt, any treatment for sexual sterilisation by a registered medical practitioner does not constitute grievous hurt under section 320 of the Penal Code 1871.


document_id: vsa-1974
provision_ref: s10
section: 10
title: Conscientious objection to participate in treatment for sexual sterilisation
content:
10. No person is under any duty, whether by contract or by any statutory or legal requirement, to participate in any treatment for sexual sterilisation authorised by this Act to which the person has a conscientious objection. 11. [ Repealed by Act 26 of 2001 ] 12. [ Repealed by Act 28 of 2012 ]


document_id: vsa-1974
provision_ref: s13
section: 13
title: Regulations
content:
13. —(1) The Minister may make regulations for, or in respect of, every purpose which the Minister considers necessary for carrying out the provisions of this Act and for prescribing any matter which is authorised or required under this Act to be prescribed. (2) Without limiting subsection (1), the Minister may make regulations — ( a ) requiring registered medical practitioners to keep records of treatment for sexual sterilisation and to forward the records to the Director‑General of Health together with any information relating to the treatment that the Director‑General may require; [Act 11 of 2023 wef 01/05/2023] ( b ) prescribing — (i) the forms of consent to be given by a person undergoing treatment for sexual sterilisation under section 3; (ii) the form of certification required under section 3(3) to be given by a person undergoing treatment for sexual sterilisation; and (iii) such other forms of certification as may be required; ( c ) providing for the preservation and disposal of records in respect of treatment for sexual sterilisation authorised under this Act and for the use of the records for statistical or research purposes so long as such use does not disclose the identities of the persons who have received the treatment; and ( d ) prescribing the qualifications of registered medical practitioners who may carry out treatment for sexual sterilisation in specialist medical clinics, which qualifications may differ in respect of treatment for sexual sterilisation on males or on females.


document_id: vta-1903
provision_ref: s2
section: 2
title: Purposes of Victoria Theatre
content:
2. —(1) The Government shall hold the Victoria Theatre upon trust to use it for such public purposes as it thinks fit, and from time to time, at its discretion, and upon such terms and conditions as it thinks fit, to permit any person or company to use it for the public or private representation of stage plays or the holding of public or private entertainments, theatrical or otherwise, concerts or public meetings. (2) The Government may refuse any application made for the use of the Theatre without assigning any reason for its refusal.


document_id: wa-1838
provision_ref: s2
section: 2
title: Interpretation
content:
2. In this Act, unless the context otherwise requires — “internal law”, in relation to any territory or state, means the law which would apply in a case where no question of the law in force in any other territory or state arose; “personal estate” shall extend to leasehold estates and other chattels real, and also to moneys, shares of Government and other funds, securities for money, not being real estates, debts, choses in action, rights, credits, goods and all other property whatsoever which by law devolves upon the executor or administrator, and to any share or interest therein; “real estate” shall extend to messuages, lands, rents and hereditaments, whether corporeal, incorporeal or personal, and to any undivided share thereof and to any estate, right or interest, other than a chattel interest, therein; “state” means a territory or group of territories having its own law of nationality; “will” includes a testament and an appointment by will or by writing in the nature of a will in exercise of a power and also a disposition by will and testament and any other testamentary disposition. [7/97]


document_id: wa-1838
provision_ref: s3
section: 3
title: Property disposable by will
content:
3. —(1) Subject to the provisions of this Act, every person may devise, bequeath or dispose of by his will, executed in the manner required under this Act, all real estate and all personal estate which he shall be entitled to either at law or in equity at the time of his death. (2) The power given under subsection (1) shall extend to — ( a ) all estates pur autre vie , whether there shall or shall not be any special occupant thereof, whether the same shall be a corporeal or an incorporeal hereditament, and whether the same shall be freehold or of any other tenure; ( b ) all contingent, executory or other future interests in any real or personal estate, whether the testator may or may not be ascertained as the person or one of the persons in whom the same respectively may become vested, and whether he may be entitled thereto under the instrument by which the same respectively were created or under any disposition thereof by deed or will; ( c ) all rights of entry for conditions broken and other rights of entry; and ( d ) such of the same estates, interests and rights respectively and other real and personal estates as the testator may be entitled to at the time of his death notwithstanding that he may become entitled to the same subsequently to the execution of his will.


document_id: wa-1838
provision_ref: s5
section: 5
title: Rules as to formal validity
content:
5. —(1) This section shall take effect notwithstanding any other provisions of this Act. (2) A will shall be treated as properly executed if its execution conformed to the internal law in force — ( a ) in the territory where it was executed; ( b ) in the territory where the testator was domiciled at the time — (i) when the will was executed; or (ii) of his death; ( c ) in the territory where the testator habitually resided at either of the times referred to in paragraph ( b ); or ( d ) in the state of which the testator was a national at either of the times referred to in paragraph ( b ). (3) Without prejudice to subsection (2), the following shall be treated as properly executed: ( a ) a will executed on board a vessel or an aircraft of any description, if the execution of the will conformed to the internal law in force in the territory with which, having regard to its registration (if any) and other relevant circumstances, the vessel or aircraft may be taken to have been most closely connected; ( b ) a will so far as it disposes of immovable property, if its execution conformed to the internal law in force in the territory where the property was situated; ( c ) a will so far as it revokes a will which under this Act would be treated as properly executed or revokes a provision which under this Act would be treated as comprised in a properly executed will, if the execution of the later will conformed to any law by reference to which the revoked will or provision would be treated as properly executed; ( d ) a will so far as it exercises a power of appointment, if the execution of the will conformed to the law governing the essential validity of the power. (4) A will so far as it exercises a power of appointment shall not be treated as improperly executed by reason only that its execution was not in accordance with any formal requirements contained in the instrument creating the power. (5) In determining for the purposes of this section whether or not the execution of a will conformed to a particular law, regard shall be had to the formal requirements of that law at the time of execution, but this shall not prevent account being taken of an alteration of law affecting wills executed at that time if the alteration enables the will to be treated as properly executed. (6) Where a law in force outside Singapore falls to be applied in relation to a will, any requirement of that law whereby special formalities are to be observed by testators answering a particular description, or witnesses to the execution of a will are to possess certain qualifications, shall be treated, notwithstanding any rule of that law to the contrary, as a formal requirement only. (7) The construction of a will shall not be altered by reason of any change in the testator’s domicile after the execution of the will. (8) Where under this section the internal law in force in any territory or state is to be applied in the case of a will, but there are in force in that territory or state 2 or more systems of internal law relating to the formal validity of wills, the system to be applied shall be ascertained as follows: ( a ) if there is in force throughout the territory or state a rule indicating which of those systems can properly be applied in the case in question, that rule shall be followed; or ( b ) if there is no such rule, the system shall be that with which the testator was most closely connected at the relevant time, and for this purpose the relevant time is the time of the testator’s death where the matter is to be determined by reference to circumstances prevailing at his death, and the time of execution of the will in any other case. (9) This section shall not apply to a will of a testator who died before 26 June 1992 and shall apply to a will of a testator who dies after that date whether the will was executed before or after that date.


document_id: wa-1838
provision_ref: s6
section: 6
title: Mode of execution
content:
6. —(1) No will shall be valid unless it is in writing and executed in the manner mentioned in subsection (2). (2) Every will shall be signed at the foot or end thereof by the testator, or by some other person in his presence and by his direction, and the signature shall be made or acknowledged by the testator as the signature to his will or codicil in the presence of 2 or more witnesses present at the same time, and those witnesses shall subscribe the will in the presence of the testator, but no form of attestation shall be necessary. (3) Every will shall, as far only as regards the position of the signature of the testator, or of the person signing for him as mentioned in subsection (2), be deemed to be valid under this section if the signature shall be so placed at or after, or following, or under, or beside, or opposite to the end of the will, that it shall be apparent on the face of the will that the testator intended to give effect by such his signature to the writing signed as his will; and no such will shall be affected by the circumstance — ( a ) that the signature shall not follow or be immediately after the foot or end of the will; ( b ) that a blank space shall intervene between the concluding word of the will and the signature; ( c ) that the signature shall be placed among the words of the testimonium clause or of the clause of attestation, or shall follow or be after or under the clause of attestation, either with or without a blank space intervening, or shall follow or be after, or under, or beside the names or one of the names of the subscribing witnesses; ( d ) that the signature shall be on a side or page or other portion of the paper or papers containing the will whereon no clause or paragraph or disposing part of the will shall be written above the signature; or ( e ) that there shall appear to be sufficient space on or at the bottom of the preceding side or page or other portion of the same paper on which the will is written to contain the signature. (4) The enumeration of the circumstances under subsection (3) shall not restrict the generality of that subsection; but no signature under this Act shall be operative to give effect to any disposition or direction which is underneath or which follows it, nor shall it give effect to any disposition or direction inserted after the signature shall be made.


document_id: wa-1838
provision_ref: s7
section: 7
title: Execution of appointment by will
content:
7. —(1) No appointment made by will, in exercise of any power, shall be valid, unless the will is executed in the manner required by this Act. (2) Every will executed in the manner required by this Act shall, so far as respects the execution and attestation thereof, be a valid execution of a power of appointment by will, notwithstanding that it shall have been expressly required that a will made in exercise of that power should be executed with some additional or other form of execution or solemnity.


document_id: wa-1838
provision_ref: s8
section: 8
title: Publication of will not necessary
content:
8. Every will executed in the manner required by this Act shall be valid without any other publication thereof.


document_id: wa-1838
provision_ref: s9
section: 9
title: Will not to be invalidated by reason of incompetency of attesting witness
content:
9. If any person who attests the execution of a will shall, at the time of the execution thereof or at any time afterwards, be incompetent to be admitted a witness to prove the execution thereof, the will shall not on that account be invalid.


document_id: wa-1838
provision_ref: s10
section: 10
title: Gifts to attesting witness or to wife or husband of attesting witness to be void
content:
10. —(1) If any person attests the execution of any will to whom or to whose wife or husband any beneficial devise, legacy, estate, interest, gift or appointment of or affecting any real or personal estate, other than and except charges and directions for the payment of any debt, shall be thereby given or made, the devise, legacy, estate, interest, gift or appointment shall, so far only as concerns the person attesting the execution of the will, or the wife or husband of that person, or any person claiming under that person or wife or husband, be utterly null and void. (2) The attesting witness referred to in subsection (1) shall be admitted as a witness to prove the execution of the will or to prove the validity or invalidity thereof, notwithstanding the devise, legacy, estate, interest, gift or appointment mentioned in the will. (3) The attestation of a will by a person to whom or to whose spouse there is given or made any disposition as is described in subsection (1) shall be disregarded for the purposes of that subsection if the will is duly executed without his attestation and without that of any other such person. (4) Subsection (3) shall apply to the will of any person dying after 29 May 1992, whether executed before or after 29 May 1992.


document_id: wa-1838
provision_ref: s11
section: 11
title: Creditor attesting a will charging estate with debts to be admitted a witness
content:
11. In case by any will any real or personal estate shall be charged with any debt, and any creditor, or the wife or husband of any creditor, whose debt is so charged, shall attest the execution of the will, the creditor notwithstanding the charge shall be admitted a witness to prove the execution of the will or to prove the validity or invalidity thereof.


document_id: wa-1838
provision_ref: s12
section: 12
title: Executor not incompetent to be witness
content:
12. No person shall, on account of his being an executor of a will, be incompetent to be admitted a witness to prove the execution of the will or to prove the validity or invalidity thereof.


document_id: wa-1838
provision_ref: s13
section: 13
title: Will to be revoked by marriage except in certain cases
content:
13. —(1) Every will made by a man or woman shall be revoked by his or her marriage, except a will made in exercise of a power of appointment, when the real or personal estate thereby appointed would not in default of such appointment pass to his or her heir, executor or administrator or the person entitled under the Intestate Succession Act 1967. (2) Notwithstanding subsection (1), where a will made on or after 29 August 1938 is expressed to be made in contemplation of a marriage, the will shall not be revoked by the solemnisation of the marriage contemplated; and this subsection shall apply notwithstanding that the marriage contemplated may be the first, second or subsequent marriage of a person lawfully practising polygamy.


document_id: wa-1838
provision_ref: s14
section: 14
title: No will to be revoked by presumption from altered circumstances
content:
14. No will shall be revoked by any presumption of an intention on the ground of an alteration in circumstances.


document_id: wa-1838
provision_ref: s15
section: 15
title: Revocation of will or codicil
content:
15. No will or codicil, or any part thereof, shall be revoked otherwise than — ( a ) as provided in section 13; ( b ) by another will or codicil executed in the manner by this Act required; ( c ) by some writing declaring an intention to revoke it, and executed in the manner in which a will is by this Act required to be executed; or ( d ) by the burning, tearing, or otherwise destroying the will by the testator, or by some person in his presence and by his direction, with the intention of revoking it.


document_id: wa-1838
provision_ref: s16
section: 16
title: Effect of obliteration, interlineation or alteration
content:
16. —(1) No obliteration, interlineation or other alteration made in any will after the execution thereof shall be valid or have any effect except so far as the words or effect of the will before such alteration shall not be apparent, unless the alteration shall be executed in the like manner as by this Act is required for the execution of the will. (2) A will referred to in subsection (1), with such alteration as part thereof, shall be deemed to be duly executed if the signature of the testator and the subscription of the witnesses be made in the margin or on some other part of the will opposite or near to the alteration or at the foot or end of or opposite to a memorandum referring to the alteration and written at the end or some other part of the will.


document_id: wa-1838
provision_ref: s17
section: 17
title: Revival of revoked will
content:
17. —(1) No will or codicil, or any part thereof, which shall be in any manner revoked, shall be revived otherwise than by the re‑execution thereof, or by a codicil executed in the manner required by this Act and showing an intention to revive the will or codicil. (2) When any will or codicil which shall be partly revoked, and afterwards wholly revoked, shall be revived, the revival shall not extend to so much thereof as shall have been revoked before the revocation of the whole thereof, unless an intention to the contrary be shown.


document_id: wa-1838
provision_ref: s18
section: 18
title: Subsequent conveyance or other acts not to prevent operation of will
content:
18. No conveyance or other act made or done subsequently to the execution of a will of or relating to any real or personal estate therein comprised, except an act by which the will shall be revoked as aforesaid, shall prevent the operation of the will with respect to the estate or interest in the real or personal estate as the testator shall have power to dispose of by will at the time of his death.


document_id: wa-1838
provision_ref: s19
section: 19
title: Will to be construed to speak from death of testator
content:
19. Every will shall be construed with reference to the real estate and personal estate comprised in it, to speak and take effect as if it had been executed immediately before the death of the testator, unless a contrary intention shall appear by the will.


document_id: wa-1838
provision_ref: s20
section: 20
title: Residuary devises to include estates comprised in lapsed and void devises
content:
20. Unless a contrary intention appears by the will, such real estate and interest therein as is comprised or intended to be comprised in any devise in the will contained, which fails or is void by reason of the death of the devisee in the lifetime of the testator or by reason of the devise being contrary to law or otherwise incapable of taking effect, shall be included in the residuary devise (if any) contained in the will.


document_id: wa-1838
provision_ref: s21
section: 21
title:
General gift of realty and of personality to include property over which testator has general power of appointment

content:
21. —(1) A general devise of the real estate of the testator, or of the real estate of the testator in any place or in the occupation of any person mentioned in his will, or otherwise described in a general manner, shall be construed to include any real estate, or any real estate to which that description shall extend, as the case may be, which he may have power to appoint in any manner he may think proper, and shall operate as an execution of that power, unless a contrary intention shall appear by the will. (2) A bequest of the personal estate of the testator, or any bequest of personal estate described in a general manner, shall be construed to include any personal estate, or any personal estate to which that description shall extend, as the case may be, which he may have power to appoint in any manner he may think proper, and shall operate as an execution of that power, unless a contrary intention shall appear by the will.


document_id: wa-1838
provision_ref: s22
section: 22
title: Devise without words of limitation
content:
22. Where any real estate shall be devised to any person without any words of limitation, the devise shall be construed to pass the fee simple or other the whole estate or interest which the testator had power to dispose of by will in the real estate unless a contrary intention shall appear by the will.


document_id: wa-1838
provision_ref: s23
section: 23
title: Construction of words importing want or failure of issue
content:
23. —(1) In any devise or bequest of real or personal estate, the words “die without issue” or “die without leaving issue”, or any other words which may import either a want or failure of issue of any person in his lifetime or at the time of his death, or an indefinite failure of his issue, shall be construed to mean a want or failure of issue in the lifetime or at the time of the death of that person, and not an indefinite failure of his issue, unless a contrary intention shall appear by the will. (2) This Act shall not extend to cases where those words referred to in subsection (1) import if no issue described in a preceding gift shall be born, or if there shall be no issue who shall live to attain the age or otherwise answer the description required for obtaining a vested estate by a preceding gift to such issue.


document_id: wa-1838
provision_ref: s24
section: 24
title: Devise of real estate to trustee or executor
content:
24. Where any real estate shall be devised to any trustee or executor, the devise shall be construed to pass the fee simple or other the whole estate or interest which the testator had power to dispose of by will in the real estate, unless a definite term of years, absolute or determinable, or an estate of freehold, shall thereby be given to him expressly or by implication.


document_id: wa-1838
provision_ref: s25
section: 25
title: Devise of real estate to trustee without limitation
content:
25. Where any real estate shall be devised to a trustee, without any express limitation of the estate to be taken by the trustee, and the beneficial interest in such real estate, or in the surplus rents and profits thereof, shall not be given to any person for life, or the beneficial interest shall be given to any person for life, but the purposes of the trust may continue beyond the life of that person, the devise shall be construed to vest in the trustee the fee simple or other the whole legal estate which the testator had power to dispose of by will in the real estate, and not an estate determinable when the purposes of the trust shall be satisfied.


document_id: wa-1838
provision_ref: s26
section: 26
title: Gifts to children or other issue who leave issue living at testator’s death not to lapse
content:
26. Where any person being a child or other issue of the testator to whom any real or personal estate shall be devised or bequeathed for any estate or interest not determinable at or before the death of that person shall die in the lifetime of the testator leaving issue, and any such issue of that person shall be living at the time of the death of the testator, that devise or bequest shall not lapse, but shall take effect as if the death of that person had happened immediately after the death of the testator, unless a contrary intention shall appear by the will.


document_id: wa-1838
provision_ref: s27
section: 27
title: Saving as to wills of soldiers and mariners
content:
27. —(1) Notwithstanding anything in this Act, any soldier being in actual military service, or any mariner or seaman being at sea, may dispose of his personal estate as he might have done before the making of this Act and may do so even though under 21 years of age. Validity of testamentary dispositions of real property made by soldiers and sailors (2) A testamentary disposition of any real estate made by a person to whom this section applies, and who dies after 29 August 1938 shall, notwithstanding that the person making the disposition was at the time of making it under 21 years of age or that the disposition has not been made in such manner or form as was on 29 August 1938 required by law, be valid in any case where the person making the disposition was of such age and the disposition has been made in such manner and form that if the disposition had been a disposition of personal estate made by that person it would have been valid. Power to appoint testamentary guardians (3) Where any person dies after 29 August 1938 having made a will which is, or which, if it had been a disposition of property, would have been rendered valid by this section, any appointment contained in that will of any person as guardian of the infant children of the testator shall be of full force and effect. Section to extend to naval, marine and air forces (4) This section shall extend to any member of any naval or marine forces not only when he is at sea but also when he is so circumstanced that if he were a soldier he would be in actual military service within the meaning of this section. (5) For the purposes of this section, “soldier” includes a member of an air force and a serviceman serving in the digital and intelligence service of the Singapore Armed Forces. [Act 24 of 2022 wef 28/10/2022]


document_id: wa-1838
provision_ref: s28
section: 28
title: Rectification of will
content:
28. —(1) A court may order that a will be rectified so as to carry out the testator’s intentions, if the court is satisfied that, as a consequence of either or both of the following, the will is so expressed that the will fails to carry out the testator’s intentions: ( a ) a clerical error; ( b ) a failure to understand the testator’s instructions. [16/2016] (2) Except with the permission of a court, an application for an order under subsection (1) must be made no later than 6 months after the date on which a grant authorising the administration of the testator’s estate is first made. [16/2016] (3) Where the personal representatives of the testator distribute, after the end of the period of 6 months referred to in subsection (2), any part of the testator’s estate — ( a ) this section does not render the personal representatives liable for making that distribution on the ground that they ought to have taken into account the possibility that a court may permit the making of an application for an order under subsection (1) after the end of that period; but ( b ) this subsection does not affect any power to recover, by reason of the making of an order under subsection (1), any part of the testator’s estate that is so distributed. [16/2016] (4) The following grants are to be disregarded when considering, for the purposes of this section, when a grant authorising the administration of the testator’s estate is first made: ( a ) a grant limited to settled land or to trust property; ( b ) any other grant that does not permit the distribution of the testator’s estate; ( c ) a grant limited to a part only of the testator’s estate, unless a grant limited to the remainder of the testator’s estate has previously been made or is made at the same time. [16/2016] (5) For the purposes of this section, where a grant consists of any probate, or letters of administration with the will annexed, sealed under section 47(1) of the Probate and Administration Act 1934, the grant is deemed to be made on the date of sealing of the probate or letters of administration with the will annexed. [16/2016] (6) The Family Justice Rules Committee constituted under section 46(1) of the Family Justice Act 2014 may make Family Justice Rules — ( a ) to regulate and prescribe the procedure and practice to be followed in any application for an order under subsection (1); and ( b ) to provide for any matter relating to any such procedure or practice. [16/2016] (7) In this section — “court” means the General Division of the High Court or a Family Court; “grant” means any of the following: ( a ) any probate granted by the General Division of the High Court or a Family Court, or granted before 1 January 2015 by a District Court; ( b ) any letters of administration with the will annexed granted by the General Division of the High Court or a Family Court, or granted before 1 January 2015 by a District Court; ( c ) any probate, or letters of administration with the will annexed, sealed under section 47(1) of the Probate and Administration Act 1934; “letters of administration with the will annexed” and “probate” have the same meanings as in section 2 of the Probate and Administration Act 1934. [16/2016; 40/2019]


document_id: wa-1965
provision_ref: s2
section: 2
title: Interpretation
content:
2. In this Act, unless the context otherwise requires — “animal” includes any mammal, bird, reptile, amphibian, fish or invertebrate, whether of a wild nature or otherwise; “animal-related business” means — ( a ) the operation of any place or establishment for the purpose of — (i) using or holding animals for display, sport, entertainment, sale, breeding or conservation; or (ii) the care, boarding, grooming, treatment, vaccination, inoculation, training or destruction of animals, for reward; ( b ) the provision of any service relating to the care, boarding, grooming, treatment, vaccination, inoculation, training, transportation, capture or destruction of animals, for reward; or ( c ) the operation of any animal rescue or welfare organisation or facility, but does not include any business in respect of animals intended for consumption; “authorised officer” means any person appointed under section 4(2) by the Director‑General to be an authorised officer; “Board” means the National Parks Board established by the repealed National Parks Act (Cap. 198A, 1991 Revised Edition) as in force before 1 July 1996 and continued by section 3 of the National Parks Board Act 1996; “conveyance” includes any vehicle, vessel, train, aircraft or other mode of transport; “Director-General” means the Director‑General, Wildlife Management appointed under section 4(1); “enforcement officer” means an authorised officer, a police officer or an officer of customs; “limited liability partnership” has the meaning given by the Limited Liability Partnerships Act 2005; “officer of customs” has the meaning given by the Customs Act 1960; “owner” includes any person for the time being in charge of any wildlife (whether alive or dead), part of a wildlife, article, conveyance or other thing, and any person for the time being in occupation of any building; “place” means any public or private place and includes — ( a ) any land, whether built on or not; ( b ) any body of water; and ( c ) any area, whether or not enclosed, and whether above‑ground, underground or underwater; “police officer” means a member of the Police Force or a special police officer, as defined in the Police Force Act 2004; “protected wildlife” means a wildlife that belongs to a protected wildlife species; “protected wildlife species” means a wildlife species prescribed as a protected wildlife species for the purposes of this Act; “reward” means any payment or other benefit (whether monetary or otherwise); “seized item” means any wildlife (whether dead or alive), part of a wildlife, article, conveyance or other thing seized by an enforcement officer under this Act; “wildlife” means an animal that belongs to a wildlife species, and includes the young or egg of the animal; “wildlife species” means any species of animals of a wild nature, but excludes domestic dogs and cats, horses, cattle, sheep, goats, domestic pigs and poultry. [10/2019; 18/2020]


document_id: wa-1965
provision_ref: s3
section: 3
title: Operation of other written laws
content:
3. —(1) To avoid doubt, nothing in this Act affects or limits the operation of the following written laws: ( a ) the Animals and Birds Act 1965; ( b ) the Building Maintenance and Strata Management Act 2004; ( c ) the Civil Aviation Authority of Singapore Act 2009; ( d ) the Control of Vectors and Pesticides Act 1998; ( e ) the Endangered Species (Import and Export) Act 2006; ( f ) the Environmental Public Health Act 1987; ( g ) the Executive Condominium Housing Scheme Act 1996; ( h ) the Fisheries Act 1966; ( i ) the Housing and Development Act 1959; ( j ) the Infectious Diseases Act 1976; ( k ) the Jurong Town Corporation Act 1968; ( l ) the Parks and Trees Act 2005; ( m ) the Public Utilities Act 2001; ( n ) the Sentosa Development Corporation Act 1972. [18/2020; 4/2021] (2) To also avoid doubt, nothing in this Act affects a police officer’s powers or duties under the Criminal Procedure Code 2010 or any other written law. [18/2020]


document_id: wa-1965
provision_ref: s4
section: 4
title: Appointment of Director-General and authorised officers
content:
4. —(1) The Board is responsible for the administration of this Act, and to that end, the Board must appoint an officer of the Board to be the Director‑General, Wildlife Management. [10/2019] (2) The Director-General may, subject to the directions of the Board, appoint any of the following persons to be an authorised officer for the purpose of assisting the Director‑General in administering and carrying out the provisions of this Act or any other written law which confers powers on the Director‑General: ( a ) an employee of the Board; ( b ) an employee of another statutory authority; ( c ) a public officer; ( d ) an auxiliary police officer appointed under the Police Force Act 2004. [10/2019] (3) The Director-General may delegate the exercise of all or any of the powers conferred or duties imposed upon the Director‑General by any provision of this Act or any other written law (except the power of delegation conferred by this subsection) to an authorised officer; and any reference in the provision of this Act or any other written law to the Director‑General includes a reference to such an authorised officer. [10/2019] (4) Any delegation under subsection (3) may be general or in a particular case and may be subject to such conditions or limitations as set out in this Act or as the Board may specify. [10/2019] (5) The Director-General may, for any reason that appears to the Director‑General to be sufficient, at any time revoke a person’s appointment as an authorised officer. [10/2019] (6) A person mentioned in subsection (2)( d ) who is appointed as an authorised officer does not, by virtue only of the appointment, become an employee or agent of the Board. [10/2019]


document_id: wa-1965
provision_ref: s4A
section: 4A
title: Authorised officers are public servants and public officers
content:
4A. Without affecting sections 20 and 21 of the Public Sector (Governance) Act 2018, an authorised officer — ( a ) is taken to be a public servant for the purposes of the Penal Code 1871 when performing a function or exercising a power under this Act; and ( b ) is, in relation to the administration, assessment, collection or enforcement of payment of a composition sum under this Act, taken to be a public officer for the purposes of the Financial Procedure Act 1966; and section 20 of that Act applies to the authorised officer even though the authorised officer is not or was not in the employment of the Government. [18/2020]


document_id: wa-1965
provision_ref: s5
section: 5
title: Director-General’s written approvals under Act
content:
5. —(1) The Director-General may give a written approval under this Act — ( a ) generally, or to a particular person or a particular class of persons; ( b ) subject to any condition the Director‑General thinks fit; and ( c ) in any form or manner the Director‑General thinks fit (including by publishing the written approval and the conditions of the approval on the Board’s official website). [18/2020] (2) In this section, “official website”, for the Board, means the Board’s official website at https://www.nparks.gov.sg or any other website prescribed as the Board’s official website for the purposes of this section. [18/2020]


document_id: wa-1965
provision_ref: s5A
section: 5A
title: Feeding of wildlife
content:
5A. —(1) A person must not intentionally feed any wildlife in any place unless the person has the Director‑General’s written approval to do so. [18/2020] (2) A person who has the Director-General’s written approval mentioned in subsection (1) must comply with the conditions of the approval. [18/2020] (3) A person who contravenes subsection (1) or (2) shall be guilty of an offence and shall be liable on conviction — ( a ) for a first offence, to a fine not exceeding $5,000; and ( b ) for a second or subsequent offence, to a fine not exceeding $10,000. [18/2020]


document_id: wa-1965
provision_ref: s5B
section: 5B
title: Releasing of wildlife
content:
5B. —(1) A person must not intentionally release any wildlife in any place unless the person has the Director‑General’s written approval to do so. [18/2020] (2) A person who has the Director‑General’s written approval mentioned in subsection (1) must comply with the conditions of the approval. [18/2020] (3) A person who contravenes subsection (1) or (2) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $5,000. [18/2020]


document_id: wa-1965
provision_ref: s5C
section: 5C
title: Killing, trapping, taking or keeping of wildlife
content:
5C. —(1) A person must not intentionally kill, trap, take or keep any wildlife in any place unless the person has the Director‑General’s written approval to do so. [18/2020] (2) A person who has the Director‑General’s written approval mentioned in subsection (1) must comply with the conditions of the approval. [18/2020] (3) A person who contravenes subsection (1) or (2) shall be guilty of an offence and shall be liable on conviction — ( a ) in the case where the offence is committed in respect of a protected wildlife, to a fine not exceeding $50,000 or to imprisonment for a term not exceeding 2 years or to both; and ( b ) in any other case — (i) where the person commits the offence in the course of carrying on, or employment or purported employment with, an animal‑related business, to a fine not exceeding $20,000 or to imprisonment for a term not exceeding 12 months or to both; and (ii) in any other case — (A) for a first offence, to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 6 months or to both; and (B) for a second or subsequent offence, to a fine not exceeding $20,000 or to imprisonment for a term not exceeding 12 months or to both. [18/2020]


document_id: wa-1965
provision_ref: s6
section: 6
title: Defence of property
content:
6. —(1) Nothing in this Act makes it unlawful for the occupier or person in charge of any land to kill, trap or take any wildlife found damaging or destroying the crops or any other property on the land. [18/2020] (2) In any prosecution under this Act, the onus of proof of the fact that any wildlife was found damaging or destroying crops or other property is upon the person alleging the fact. [18/2020]


document_id: wa-1965
provision_ref: s7
section: 7
title: Setting of spring guns, etc.
content:
7. —(1) A person must not, for the purpose of killing, trapping or taking any wildlife, set, place or prepare in any place any spring gun, engine, pitfall, sharpened stake, snare trap or other device which is likely to endanger human life, or cause grievous hurt to any individual, unless the person has the Director‑General’s written approval to do so. [18/2020] (2) A person who has the Director‑General’s written approval mentioned in subsection (1) must comply with the conditions of the approval. [18/2020] (3) A person who contravenes subsection (1) or (2) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $20,000 or to imprisonment for a term not exceeding 12 months or to both. [18/2020] (4) In this section, “snare trap” means any type of trap which uses a noose to ensnare a wildlife or is activated by a trigger to entrap the wildlife. [18/2020]


document_id: wa-1965
provision_ref: s8
section: 8
title: Sale or export of wildlife
content:
8. —(1) A person must not offer for sale, sell or export any wildlife (whether alive or dead), or any part of a wildlife, unless the person has the Director‑General’s written approval to do so. [18/2020] (2) A person who has the Director‑General’s written approval mentioned in subsection (1) must comply with the conditions of the approval. [18/2020] (3) A person who contravenes subsection (1) or (2) shall be guilty of an offence and shall be liable on conviction — ( a ) in the case where the offence is committed in respect of a protected wildlife, to a fine not exceeding $50,000 or to imprisonment for a term not exceeding 2 years or to both; and ( b ) in any other case, to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 12 months or to both. [18/2020]


document_id: wa-1965
provision_ref: s9
section: 9
title: Import of wildlife
content:
9. —(1) A person must not import into Singapore any living wildlife unless the person has the Director‑General’s written approval to do so. [18/2020] (2) A person who has the Director‑General’s written approval mentioned in subsection (1) must comply with the conditions of the approval. [18/2020] (3) A person who contravenes subsection (1) or (2) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 12 months or to both. [18/2020]


document_id: wa-1965
provision_ref: s10
section: 10
title: Wildlife-related measures for development or works
content:
10. —(1) The Director-General may direct a person to implement, in respect of any development or works being carried out, or to be carried out, by or on behalf of the person, any wildlife‑related measure that the Director‑General considers necessary to safeguard — ( a ) the health, welfare or safety of any wildlife or class of wildlife; ( b ) public health or safety in relation to wildlife; or ( c ) the health of the ecosystem. [18/2020] (2) A direction under subsection (1) in respect of any development or works — ( a ) must be in writing; and ( b ) may be given at any time before the commencement or completion of the development or works. [18/2020] (3) A person who receives a direction under subsection (1) must comply with that direction. [18/2020] (4) A person who, without reasonable excuse, contravenes subsection (3) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $50,000 or to imprisonment for a term not exceeding 6 months or to both. [18/2020] (5) In this section, “development or works” includes — ( a ) the erection, construction, alteration, repair or maintenance of any building, structure, road or path; ( b ) the breaking up or opening of, or the boring under, any road, land or other place in connection with the construction, inspection, maintenance or removal of any works; ( c ) piling, demolition, land clearance or dredging works; and ( d ) any other works of engineering construction. [18/2020]


document_id: wa-1965
provision_ref: s10A
section: 10A
title: Power to remove wildlife traps, etc.
content:
10A. —(1) An authorised officer may, after giving reasonable written notice to the owner or occupier of any place, enter the place at a reasonable time to — ( a ) inspect the place for any unattended or unauthorised wildlife trap; or ( b ) remove or dismantle any unattended or unauthorised wildlife trap in the place. [18/2020] (2) An authorised officer may — ( a ) subject to subsection (1), without notice to any person, remove or dismantle any unattended or unauthorised wildlife trap in any place; and ( b ) without notice to any person, dispose of the unattended or unauthorised wildlife trap in any manner the authorised officer thinks fit. [18/2020] (3) No compensation is payable to anyone for any wildlife trap removed, dismantled or disposed of under this section. [18/2020] (4) Nothing in this section makes it obligatory for an authorised officer to inspect any place for, or remove or dismantle, any unattended or unauthorised wildlife trap. [18/2020] (5) A reference in this section to an unauthorised wildlife trap is a reference to a wildlife trap that is set, placed or prepared in any place in contravention of section 5C(1) or 7(1). [18/2020] (6) In this section, “wildlife trap” means a trap set, placed or prepared in any place for the purpose of killing, trapping or taking any wildlife. [18/2020]


document_id: wa-1965
provision_ref: s11
section: 11
title: Conviction under other law
content:
11. —(1) Nothing in this Act shall be deemed to prevent the prosecution, conviction and punishment of any person according to the provisions of any other written law for the time being in force in Singapore. (2) A person must not be punished more than once for the same offence.


document_id: wa-1965
provision_ref: s11A
section: 11A
title: Powers of search, etc.
content:
11A. —(1) For the purpose of ascertaining whether any offence under this Act has been or is being committed — ( a ) any authorised officer or police officer may, without warrant, enter any place in which any wildlife is kept, or is suspected to be kept, and search the place and any person in the place; and ( b ) any authorised officer, police officer or officer of customs may, without warrant, stop and enter any conveyance used, or suspected to be used, for carrying wildlife, and search the conveyance and any person in the conveyance. [18/2020] (2) The following persons must provide all necessary assistance and information required by an enforcement officer acting in respect of a place or conveyance under subsection (1): ( a ) the owner or occupier of the place; ( b ) the owner or person in charge of the conveyance; ( c ) any person found in the place or conveyance; ( d ) the owner of any wildlife found in the place or conveyance. [18/2020] (3) An enforcement officer acting in respect of a place or conveyance under subsection (1) may — ( a ) if the circumstances so warrant, remove anything obstructing the enforcement officer’s entry to the place or conveyance or break open any door, window, lock, fastener, hold, compartment, box, container or any other thing; ( b ) take any photograph or audio or video recording that the enforcement officer considers necessary of the place or conveyance (including any person and anything in the place or conveyance); and ( c ) examine any wildlife (whether alive or dead), or any part of a wildlife, found in the place or conveyance. [18/2020] (4) No compensation is payable to any person in respect of any damage to the person’s property caused or occasioned by any act authorised by subsection (3)( a ) or ( c ). [18/2020] (5) A person in charge of a conveyance who, without reasonable excuse, does not stop the conveyance when required to do so by an enforcement officer under subsection (1)( b ) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 6 months or to both. [18/2020]


document_id: wa-1965
provision_ref: s11B
section: 11B
title: Powers of seizure, etc.
content:
11B. —(1) Where an authorised officer or a police officer has reason to believe that an offence under this Act has been committed or is being committed, or where an officer of customs has reason to believe that an offence under this Act relating to import or export has been or is being committed, the authorised officer, police officer or officer of customs may seize the following: ( a ) any wildlife (whether alive or dead), part of a wildlife, or article being the subject matter of the offence; ( b ) any article or conveyance with which, or by means of which, the offence is reasonably suspected to be, or have been, committed; ( c ) any food or drink which accompanies a seized wildlife; ( d ) any other thing which appears to be or to contain evidence of the offence. [18/2020] (2) Subject to subsection (4), when any wildlife, article, conveyance or other thing is seized under subsection (1), the enforcement officer who seized it must — ( a ) arrange for the seized item to be removed to and detained in a compound, enclosure or other place determined by the Director‑General or an authorised officer for that purpose; and ( b ) report the seizure and detention to a Magistrate. [18/2020] (3) The Magistrate may order the further detention or the release of the seized item. [18/2020] (4) Where the seized item is perishable, the Director‑General or an authorised officer may dispose of it in any manner the Director‑General or authorised officer thinks fit. [18/2020] (5) The Director-General or an authorised officer may subject the seized item to any examination or analysis that the Director‑General or authorised officer (as the case may be) considers necessary for the purposes of this Act. [18/2020]


document_id: wa-1965
provision_ref: s11C
section: 11C
title: Enforcement officer’s assistants
content:
11C. An enforcement officer may be accompanied or assisted by persons necessary for the exercise of the enforcement officer’s powers under section 10A, 11A or 11B. [18/2020]


document_id: wa-1965
provision_ref: s12
section: 12
title: Power to arrest without warrant
content:
12. —(1) Any police officer, officer of customs or authorised officer may stop and arrest without warrant any person who within his or her view commits an offence under this Act. [18/2020] (2) Such person must not be arrested if the person satisfies the police officer, officer of customs or authorised officer as to the person’s name and residence in Singapore and that the person does not intend to abscond. (3) Any person who, without reasonable excuse — ( a ) refuses or fails to comply with a request of a police officer, an officer of customs or an authorised officer under this section for the person’s name and residence in Singapore; or ( b ) in response to the request, gives a name that is false in a material particular, or gives an address other than the person’s full and correct residential address, shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 6 months or to both. [10/2019; 18/2020] (4) A police officer, an officer of customs or an authorised officer making an arrest under subsection (1) must not restrain the person arrested more than is necessary to prevent the person’s escape. [10/2019] (5) A person arrested under this section may be detained until the person’s name and address are correctly ascertained except that a person so arrested must not be detained longer than is permitted by written law and is necessary for bringing the person before a court unless the order of a court for the person’s detention is obtained. [10/2019]


document_id: wa-1965
provision_ref: s12A
section: 12A
title: Powers of examination
content:
12A. —(1) For the purpose of investigating any offence under this Act, the Director‑General or an authorised officer may — ( a ) examine orally any person supposed to be acquainted with the facts and circumstances of the case; and ( b ) by written order require any person within the limits of Singapore, who appears to be acquainted with the facts and circumstances of the case, to attend before the Director‑General or authorised officer. [10/2019] (2) The person mentioned in subsection (1)( a ) is bound to state truly the facts and circumstances with which the person is acquainted concerning the case except only that the person may decline to make, with regard to any fact or circumstance, a statement which would have a tendency to expose the person to a criminal charge or to penalty or forfeiture. [10/2019] (3) A statement made by any person examined under this section must — ( a ) be reduced to writing; ( b ) be read over to the person; ( c ) if the person does not understand English, be interpreted in a language that the person understands; and ( d ) after correction (if necessary), be signed by the person. [10/2019] (4) If any person fails to attend before the Director‑General or an authorised officer as required by an order under subsection (1)( b ), the Director‑General or authorised officer may report the failure to a Magistrate who may issue a warrant to secure the attendance of that person as required by the order. [10/2019]


document_id: wa-1965
provision_ref: s12B
section: 12B
title: Powers to require information, etc., about contraventions
content:
12B. —(1) Where it appears to the Director‑General or an authorised officer that there may have been a contravention of any provision of this Act, the Director‑General or authorised officer may serve an information notice to require any person who appears to him or her to be acquainted with the circumstances of the case to furnish the Director‑General or authorised officer (as the case may be), within the time that may be specified in the notice, with information relating to that case in the possession or within the knowledge of that person. [10/2019; 18/2020] (2) An information notice under subsection (1) must be complied with by giving the required information in writing to the Director‑General or authorised officer, as the case may be. [10/2019] (3) The Director‑General or an authorised officer may serve a production notice to require any person who is reasonably believed to have any document or article in the person’s possession, custody or control relating to the contravention mentioned in subsection (1) to produce that document or article within the time specified in the notice. [18/2020] (4) A person who is served an information notice under subsection (1) may decline to furnish the required information if it would have a tendency to expose the person to a criminal charge or to penalty or forfeiture. [18/2020] (5) A person who, without reasonable excuse, fails to comply with an information notice under subsection (1), or a production notice under subsection (3), shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 6 months or to both. [18/2020] (6) If any person — ( a ) makes any statement purporting to comply with a requirement of an information notice which the person knows to be false or misleading in a material particular; or ( b ) recklessly makes such a statement which is false or misleading in a material particular, the person shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 12 months or to both. [10/2019; 18/2020]


document_id: wa-1965
provision_ref: s12C
section: 12C
title: Forfeiture by court in criminal proceedings
content:
12C. —(1) A court may, in proceedings where a person is tried for an offence under this Act, order that a seized item in connection with the offence be forfeited to the Director‑General if — ( a ) where the seized item is a conveyance — the person is convicted of the offence and the conveyance is proved to have been used in the commission of the offence; or ( b ) where the seized item is not a conveyance — the court is satisfied that the offence has been committed and that the seized item was the subject matter, or used (or intended to have been used) in the commission, or constitutes evidence, of the offence. [18/2020] (2) Subsection (1)( a ) does not apply to a conveyance which — ( a ) is of more than 200 tons net; or ( b ) is an aircraft or a train belonging to a person carrying on a regular passenger service to and from Singapore by means of that aircraft or train. [18/2020] (3) The court may consider the question of forfeiture under subsection (1) on its own motion if no party raises the question in the proceedings before the court. [18/2020] (4) A conveyance mentioned in subsection (1)( a ) must not be forfeited under that provision if its owner establishes that the conveyance was unlawfully in the possession of another person without the owner’s consent. [18/2020] (5) The court may make an order under subsection (1)( b ) for the forfeiture of any seized item despite that no person is convicted of the offence. [18/2020] (6) The court must order the release of a seized item to the owner of or the person entitled to the seized item if — ( a ) the court, having regard to the circumstances of the case, does not think it fit to order the forfeiture of the seized item under subsection (1); ( b ) the requirements of subsection (1)( a ) or ( b ) (as the case may be) are not met; or ( c ) the seized item is a conveyance mentioned in subsection (2) or (4). [18/2020]


document_id: wa-1965
provision_ref: s12D
section: 12D
title: Forfeiture in other circumstances
content:
12D. —(1) Where section 12C does not apply, the Director‑General must give the person from whom the item was seized and the owner (if known) of the item a written notice requiring any claim for the item to be made in accordance with subsection (2) within the time specified in the notice. [18/2020] (2) A person who wishes to claim a seized item mentioned in subsection (1) (called in this section the claimant) must submit, either personally or through an authorised agent, a written claim (containing the basis of the claimant’s claim) to the Director‑General. [18/2020] (3) On receiving the written claim under subsection (2), the Director‑General may direct that the seized item be released to the claimant or refer the matter to a court for decision. [18/2020] (4) If no claim is received for the seized item within the period stated in the notice mentioned in subsection (1) — ( a ) in the case where the seized item is a conveyance, the Director‑General must refer the matter to a court for decision; or ( b ) in any other case, the seized item is forfeited to the Director‑General. [18/2020] (5) If the owner of a seized item (other than a conveyance) mentioned in subsection (1) consents to its disposal by the Director‑General, the seized item is forfeited to the Director‑General. [18/2020] (6) In this section, “authorised agent”, for a claimant, means a person who is designated in writing by the claimant as the claimant’s authorised agent for the purposes of this section. [18/2020]


document_id: wa-1965
provision_ref: s12E
section: 12E
title: Director-General’s powers after forfeiture
content:
12E. —(1) Where any item is forfeited to the Director‑General under section 12C or 12D, the Director‑General may — ( a ) in the case where the item is a wildlife which was imported or introduced into Singapore in a conveyance in contravention of this Act, direct the owner of the conveyance to repatriate the wildlife to the place from which the wildlife was imported or introduced into Singapore or any other place designated by the Director‑General; or ( b ) dispose of the item in any manner the Director‑General thinks fit. [18/2020] (2) The owner of a conveyance who is directed to repatriate a wildlife under subsection (1)( a ) must, at that owner’s own expense, arrange for — ( a ) the repatriation of the wildlife in accordance with the direction; and ( b ) the proper care and maintenance of the wildlife during the repatriation. [18/2020] (3) A person is not required to comply with subsection (2) in respect of a direction made under subsection (1)( a ) unless the direction is made within — ( a ) 12 months after the date on which the wildlife mentioned in the direction was imported or introduced into Singapore; or ( b ) 6 months after the date on which proceedings for the offence in connection with that importation or introduction are concluded or the date on which the offence is compounded, whichever is the later. [18/2020] (4) A person who, without reasonable excuse, contravenes subsection (2) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 6 months or to both. [18/2020]


document_id: wa-1965
provision_ref: s12F
section: 12F
title: Expenses
content:
12F. —(1) The following persons are responsible for any expenses incurred by the Director‑General or any enforcement officer for the seizure, detention, storage, housing, maintenance, transport, repatriation or disposal of any seized item: ( a ) in the case where the item is a wildlife which was imported or introduced into Singapore in contravention of this Act, the owner and the importer of the wildlife (jointly and severally); ( b ) in the case where the item is a wildlife which was being exported from Singapore in contravention of this Act, the owner and the exporter of the wildlife (jointly and severally); ( c ) in any other case, the owner of the item. [18/2020] (2) If the amount of the expenses mentioned in subsection (1) is not paid by the person responsible for the expenses under that subsection within 14 days after demand, the amount may be reported to a Magistrate’s Court or a District Court and recovered in the same manner as if it were a fine imposed by a Magistrate’s Court or a District Court. [18/2020]


document_id: wa-1965
provision_ref: s12G
section: 12G
title: Obstruction
content:
12G. —(1) A person commits an offence if the person, without reasonable excuse, obstructs or hinders the Director‑General or an enforcement officer in the exercise of any power or performance of any function under this Act. [18/2020] (2) A person who is guilty of an offence under subsection (1) shall be liable on conviction to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 12 months or to both. [18/2020]


document_id: wa-1965
provision_ref: s12H
section: 12H
title: Offences by employee or agent
content:
12H. —(1) Where an offence under this Act is committed by an employee (in the course of employment) or an agent (in the course of acting as an agent) of a person (called in this section the defendant), the defendant shall be guilty of that same offence as is the employee or agent (as the case may be), and shall be liable on conviction to be punished accordingly if the defendant — ( a ) consented or connived to effect the commission of the offence; ( b ) is in any other way, whether by act or omission, knowingly concerned in, or party to, the commission of the offence by the employee or agent; or ( c ) knew or ought reasonably to have known that the offence by the employee or agent (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. [18/2020] (2) The defendant may rely on a defence that would be available to the employee or agent if the employee or agent were charged with the offence with which the defendant is charged and, in doing so, the defendant bears the same burden of proof that the employee or agent would bear. [18/2020] (3) To avoid doubt, this section does not affect — ( a ) the application of Chapters 5 and 5A of the Penal Code 1871, the Evidence Act 1893 or any other law or practice regarding the admissibility of evidence; or ( b ) the liability of an employee or agent for an offence under this Act, and applies whether or not the employee or agent is convicted of the offence. [18/2020] (4) A reference in this section to an employee or agent of a defendant does not include — ( a ) where the defendant is a corporation, an individual mentioned in section 12I(2)( a ) in relation to a corporation; or ( b ) where the defendant is an unincorporated association or a partnership, an individual mentioned in section 12J(2)( a ) in relation to an unincorporated association or a partnership. [18/2020]


document_id: wa-1965
provision_ref: s12I
section: 12I
title: Offences by corporations
content:
12I. —(1) Where, in a proceeding for an offence under this Act, it is necessary to prove the state of mind of a corporation in relation to a particular conduct, evidence that — ( a ) an officer, employee or agent of the corporation engaged in that conduct within the scope of his or her actual or apparent authority; and ( b ) the officer, employee or agent had that state of mind, is evidence that the corporation had that state of mind. [18/2020] (2) Where a corporation commits an offence under this Act, a person — ( a ) who is — (i) an officer of the corporation; or (ii) 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 ( b ) who — (i) consented or connived, or conspired with others, to effect the commission of the offence; (ii) is in any other way, whether by act or omission, knowingly concerned in, or party to, the commission of the offence by the corporation; or (iii) 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. [18/2020] (3) A person mentioned in subsection (2) 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. [18/2020] (4) To avoid doubt, this section does not affect the application of — ( a ) Chapters 5 and 5A of the Penal Code 1871; or ( b ) the Evidence Act 1893 or any other law or practice regarding the admissibility of evidence. [18/2020] (5) To avoid doubt, subsection (2) does not affect the liability of the corporation for an offence under this Act, and applies whether or not the corporation is convicted of the offence. [18/2020] (6) In this section — “corporation” includes a limited liability partnership; “officer”, in relation to a corporation, means any director, partner, chief executive, manager, secretary or other similar officer of the corporation, and includes — ( a ) any person purporting to act in any such capacity; and ( b ) for a corporation whose affairs are managed by its members, any of those members as if the member were a director of the corporation; “state of mind” of a person includes — ( a ) the knowledge, intention, opinion, belief or purpose of the person; and ( b ) the person’s reasons for the intention, opinion, belief or purpose. [18/2020]


document_id: wa-1965
provision_ref: s12J
section: 12J
title: Offences by unincorporated associations or partnerships
content:
12J. —(1) Where, in a proceeding for an offence under this Act, it is necessary to prove the state of mind of an unincorporated association or a partnership in relation to a particular conduct, evidence that — ( a ) an employee or agent of the unincorporated association or partnership engaged in that conduct within the scope of his or her actual or apparent authority; and ( b ) the employee or agent had that state of mind, is evidence that the unincorporated association or partnership had that state of mind. [18/2020] (2) Where an unincorporated association or a partnership commits an offence under this Act, a person — ( a ) who is — (i) an officer of the unincorporated association or a member of its governing body; (ii) a partner in the partnership; or (iii) an individual involved in the management of the unincorporated association or partnership and in a position to influence the conduct of the unincorporated association or partnership (as the case may be) in relation to the commission of the offence; and ( b ) who — (i) consented or connived, or conspired with others, to effect the commission of the offence; (ii) is in any other way, whether by act or omission, knowingly concerned in, or party to, the commission of the offence by the unincorporated association or partnership; or (iii) knew or ought reasonably to have known that the offence by the unincorporated association or partnership (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 unincorporated association or partnership (as the case may be), and shall be liable on conviction to be punished accordingly. [18/2020] (3) A person mentioned in subsection (2) may rely on a defence that would be available to the unincorporated association or partnership 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 as the unincorporated association or partnership would bear. [18/2020] (4) To avoid doubt, this section does not affect the application of — ( a ) Chapters 5 and 5A of the Penal Code 1871; or ( b ) the Evidence Act 1893 or any other law or practice regarding the admissibility of evidence. [18/2020] (5) To avoid doubt, subsection (2) does not affect the liability of an unincorporated association or a partnership for an offence under this Act, and applies whether or not the unincorporated association or partnership is convicted of the offence. [18/2020] (6) In this section — “officer”, in relation to an unincorporated association (other than a partnership), means the president, the secretary, or any member of the committee of the unincorporated association, and includes — ( a ) any person holding a position analogous to that of president, secretary or member of a committee of the unincorporated association; and ( b ) any person purporting to act in any such capacity; “partner” includes a person purporting to act as a partner; “state of mind” of a person includes — ( a ) the knowledge, intention, opinion, belief or purpose of the person; and ( b ) the person’s reasons for the intention, opinion, belief or purpose. [18/2020]


document_id: wa-1965
provision_ref: s12K
section: 12K
title: Composition of offences
content:
12K. —(1) The Director-General or an authorised officer may compound any offence under this Act that is prescribed as a compoundable offence by collecting from a person reasonably suspected of having committed the offence a sum not exceeding the lower of the following: ( a ) one half of the amount of the maximum fine that is prescribed for the offence; ( b ) $2,000. [18/2020] (2) On payment of the sum of money, no further proceedings are to be taken against that person in respect of the offence. [18/2020] (3) All sums collected under this section must be paid into the Consolidated Fund. [18/2020]


document_id: wa-1965
provision_ref: s12L
section: 12L
title: Jurisdiction of courts
content:
12L. Despite the Criminal Procedure Code 2010, a District Court or a Magistrate’s Court has jurisdiction to try any offence under this Act and has power to impose the full punishment for that offence. [18/2020]


document_id: wa-1965
provision_ref: s13
section: 13
title: Reward to informer
content:
13. The court may direct any fine or any portion of any fine imposed or levied under this Act to be paid to the informer.


document_id: wa-1965
provision_ref: s14
section: 14
title: Fees, etc., payable to Board
content:
14. All fees, charges and moneys collected under this Act (except composition sums) must be paid to the Board. [10/2019; 18/2020]


document_id: wa-1965
provision_ref: s15
section: 15
title: Form and giving of notices and other documents
content:
15. —(1) All notices and other documents of any nature that the Director‑General is empowered to give under this Act may — ( a ) be in any form the Director‑General thinks fit; and ( b ) subject to the direction of the Director‑General, be given by an authorised officer on behalf of the Director‑General. [18/2020] (2) Where any notice or document mentioned in subsection (1) requires authentication, the signature (or an official facsimile of the signature) of the Director‑General or an authorised officer affixed to the notice or document is sufficient authentication. [18/2020]


document_id: wa-1965
provision_ref: s16
section: 16
title: Inaccuracies in notices and other documents
content:
16. —(1) A misnomer or an inaccurate description of any wildlife, person, place, article or conveyance named or described in any notice or other document prepared, issued or served under, by reason of or for the purposes of this Act does not in any way affect the operation of this Act as respects that wildlife, person, place, article or conveyance if that wildlife, person, place, article or conveyance is so designated in the notice or other document as to be identifiable. [18/2020] (2) Proceedings taken under or by reason of this Act are not invalid for want of form. [18/2020]


document_id: wa-1965
provision_ref: s17
section: 17
title: Evidence
content:
17. A document purporting to be under the hand of the Director‑General or an enforcement officer on any matter or thing in connection with the administration or enforcement of, or any investigation carried out under, this Act is admissible as evidence in any proceedings under this Act and is prima facie evidence of the facts stated in the document. [18/2020]


document_id: wa-1965
provision_ref: s18
section: 18
title: Protection from personal liability
content:
18. No liability shall lie against the Director‑General or an enforcement officer, or any person acting under the direction of the Director‑General or an enforcement officer, for anything which is done or purported to be done, or omitted to be done, in good faith and with reasonable care in — ( a ) the exercise or purported exercise of any power under this Act; or ( b ) the performance or purported performance of any function under this Act. [18/2020]


document_id: wa-1965
provision_ref: s19
section: 19
title: Service of documents
content:
19. —(1) A document that is permitted or required by this Act to be served on a person may be served as described in this section. [18/2020] (2) A document permitted or required by this Act to be served on an individual may be served — ( a ) by giving it to the individual personally; ( b ) by sending it by prepaid registered post to the address specified by the individual for the service of documents or, if no address is so specified, the individual’s residential address or business address; ( c ) by leaving it at the individual’s residential address with an adult apparently resident there, or at the individual’s business address with an adult apparently employed there; ( d ) by affixing a copy of the document in a conspicuous place at the individual’s residential address or business address; ( e ) by sending it by fax to the fax number last known to the person giving or serving the document as the fax number for the service of documents on the individual; or ( f ) by sending it by email to the individual’s last email address. [18/2020] (3) A document permitted or required by this Act to be served on a partnership (other than a limited liability partnership) may be served — ( a ) by giving it to any partner or other similar officer of the partnership; ( b ) by leaving it at, or by sending it by prepaid registered post to, the partnership’s business address; ( c ) by sending it by fax to the fax number used at the partnership’s business address; or ( d ) by sending it by email to the partnership’s last email address. [18/2020] (4) A document permitted or required by this Act to be served on a body corporate (including a limited liability partnership) or an unincorporated association may be served — ( a ) by giving it to the secretary or other similar officer of the body corporate or unincorporated association, or the limited liability partnership’s manager; ( b ) by leaving it at, or by sending it by prepaid registered post to, the body corporate’s or unincorporated association’s registered office or principal office in Singapore; ( c ) by sending it by fax to the fax number used at the body corporate’s or unincorporated association’s registered office or principal office in Singapore; or ( d ) by sending it by email to the body corporate’s or unincorporated association’s last email address. [18/2020] (5) Service of a document under this section takes effect — ( a ) if the document is sent by fax and a notification of successful transmission is received, on the day of transmission; ( b ) if the document is sent by email, at the time that the email becomes capable of being retrieved by the person to whom it is sent; and ( c ) if the document is sent by prepaid registered post, 2 days after the day the document was posted (even if it is returned undelivered). [18/2020] (6) However, service of any document under this Act on a person by email may be effected only with the person’s prior consent to service in that way. [18/2020] (7) This section does not apply to documents to be served in proceedings in court. [18/2020] (8) In this section — “business address” means — ( a ) in the case of an individual, the individual’s usual or last known place of business in Singapore; or ( b ) in the case of a partnership (other than a limited liability partnership), the partnership’s principal or last known place of business in Singapore; “last email address” means the last email address given by the addressee concerned to the person giving or serving the document as the email address for the service of documents under this Act; “residential address” means an individual’s usual or last known place of residence in Singapore. [18/2020]


document_id: wa-1965
provision_ref: s19A
section: 19A
title: Service of direction under section 10 by electronic service
content:
19A. —(1) This section applies where a person — ( a ) applies to the Commissioner of Building Control appointed under section 3(1) of the Building Control Act 1989 (called in this section the Commissioner) for approval under section 5 or 5A of that Act of any plans or amended plans of any building works; or ( b ) lodges with the Commissioner any such plans or amended plans under section 5AA of that Act, using the electronic service described in section 42AA of that Act. (2) The Commissioner may inform the Director-General of an application or lodgment mentioned in subsection (1). (3) The Director-General may give a direction under section 10(1) to the person mentioned in subsection (1) by sending it to the person’s account with the electronic service mentioned in subsection (1). (4) This section applies despite anything to the contrary in this Act. (5) In this section, “amended plans”, “building works” and “plans” have the meanings given by section 2(1) of the Building Control Act 1989. [Act 23 of 2023 wef 18/12/2023]


document_id: wa-1965
provision_ref: s20
section: 20
title: Exemption
content:
20. The Minister may, by order in the Gazette , exempt any person, place or wildlife, or any class of persons, places or wildlife, from all or any of the provisions of this Act, either generally or in a particular case and subject to any condition the Minister may impose. [18/2020]


document_id: wa-1965
provision_ref: s21
section: 21
title: Rules
content:
21. —(1) The Minister may make rules necessary or convenient to be prescribed for carrying out or giving effect to this Act. [18/2020] (2) In particular, the Minister may make rules for all or any of the following: ( a ) the control, registration or management of wildlife or any class of wildlife; ( b ) procedures for the inspection of places or conveyances under this Act; ( c ) applications for the Director‑General’s approval under this Act and related procedures; ( d ) the prescribing of fees for the purposes of this Act; ( e ) the prescribing of anything that is required or permitted to be prescribed under this Act. [18/2020] (3) Rules made under this section may — ( a ) prescribe the offences under this Act that may be compounded; and ( b ) provide that the contravention of any provision of the rules shall be an offence punishable with a fine not exceeding $50,000 or with imprisonment for a term not exceeding 2 years or with both. [18/2020]


document_id: wc-1961
provision_ref: s2
chapter: PART 1 - PRELIMINARY
section: 2
title: Interpretation
content:
2. —(1) In this Act — “brothel” means any place — ( a ) habitually used by any 2 or more women or girls (whether or not at the same time or at different times) for the purpose of prostitution; ( b ) that has been used by any 2 or more women or girls (whether or not at the same time or at different times) for the purpose of prostitution and is likely to be used again for that purpose; or ( c ) that — (i) has been expressly or implicitly advertised (whether by advertisements in or on the place, newspapers, the Internet or by other means) or represented as being used for the purpose of prostitution; and (ii) is likely to be used for the purpose of prostitution; “club” means any place which is used by an association of 2 or more persons for any purpose or object; [ Deleted by Act 3 of 2022 wef 30/12/2022 ] “conciliation officer” means a conciliation officer appointed under section 139C(1); [Act 3 of 2022 wef 30/12/2022] “court” — ( a ) for the purposes of sections 20, 21A and 56 and Parts 8, 9, 9A, 10, 10A and 10B, means the General Division of the High Court or a Family Court; and [Act 3 of 2022 wef 25/09/2023] [Act 18 of 2023 wef 16/01/2025] ( b ) for the purposes of Parts 7 and 10C, means a Family Court; [Act 18 of 2023 wef 16/01/2025] ( c ) [ Deleted by Act 18 of 2023 wef 16/01/2025 ] [ Deleted by Act 3 of 2022 wef 25/09/2023 ] “Director‑General”, except in Part 7, means the Director‑General of Social Welfare and includes any person who is authorised by the Director‑General to perform any of the duties or exercise any of the powers of the Director‑General under this Act; [Act 21 of 2023 wef 02/01/2025] “fit individual” means an individual whom the Director‑General, having regard to the character of the individual, thinks competent to provide care and protection to another individual; “incapacitated former husband”, in relation to a dissolved or an annulled marriage, means a former husband to the marriage who — ( a ) during the subsistence of the marriage, was or became — (i) incapacitated, by any physical or mental disability or any illness, from earning a livelihood; and (ii) unable to maintain himself; and ( b ) continues to be unable to maintain himself; “incapacitated husband” means a husband who — ( a ) during the marriage, is or becomes — (i) incapacitated, by any physical or mental disability or any illness, from earning a livelihood; and (ii) unable to maintain himself; and ( b ) continues to be unable to maintain himself; “licensed solemniser” means a person licensed under section 22(2) to solemnise marriages; [Act 3 of 2022 wef 25/09/2023] “marriage licence” means a marriage licence issued by the Registrar under section 17; [Act 3 of 2022 wef 25/09/2023] “married woman” means a woman validly married under any law, religion, custom or usage; “messaging system” means any system that enables the transmission of short text messages, or of any visual communication, voice communication or electronic mail — ( a ) from a digital mobile telephone to another digital mobile telephone; or ( b ) from an electronic mail address to a digital mobile telephone, and the other way around; [ Deleted by Act 3 of 2022 wef 25/09/2023 ] “notice of marriage” means a notice of marriage under section 14; [Act 3 of 2022 wef 25/09/2023] “occupier” of a place means the tenant, subtenant or lessee thereof or any other person in charge of the place, whether or not in actual occupation and whether or not having powers to let or sublet; “owner” of a place means a person who, for the time being, has power or authority to let, hire, sell or convey the place to another person, or who receives the rent of the place whether on the person’s own account or as an agent or a trustee for any other person; “permanent resident of Singapore” has the meaning given by section 2 of the Immigration Act 1959; [Act 31 of 2023 wef 01/12/2025] “place” means any building, house, office, flat, room or cubicle or any part thereof, and any open or enclosed space and includes a ship, boat or any vessel, whether afloat or not, and any vehicle; “place of assignation” means any place where communication is established with any woman or girl, either directly or through an intermediary, for any immoral purpose; “place of public resort” means any place to which the public for the time being has access; “place of safety” means any place of safety established under section 177; “prostitution” means the act of a female offering her body for sexual penetration for hire, whether in money or in kind; “record”, in relation to the State Marriage Register, includes — ( a ) a certificate of marriage created under section 30(2)( a ); and ( b ) a certificate of marriage contained in the State Marriage Register before the date of commencement of section 19 of the Women’s Charter (Amendment) Act 2022; [Act 3 of 2022 wef 25/09/2023] “Registrar” means the Registrar of Marriages appointed under section 26 and includes an Assistant Registrar of Marriages; “sexual penetration” means the penetration of the vagina, anus or mouth of a woman or girl by a man’s penis, or the sexual penetration of the vagina or anus of a woman or girl by a part of another person’s body (other than the penis) or by anything else; “solemnisation” includes the contracting of a marriage or effecting a marriage in accordance with the law, religion, custom or usage of the parties or any of the parties thereto; “special marriage licence” means a special marriage licence granted by the Minister under section 21; [Act 3 of 2022 wef 25/09/2023] “State Marriage Register” means the State Marriage Register maintained under section 27. [27/2014; 7/2016; 30/2019; 36/2019; 40/2019] [Act 18 of 2023 wef 16/01/2025] (2) In criminal proceedings for an offence under Part 11 in relation to any place — ( a ) a court may rely on circumstantial evidence to find that the particular place is used as a brothel; and ( b ) a court may make such a finding without direct evidence that the particular place is used as a brothel. Examples of circumstantial evidence 1. Evidence relating to persons entering and leaving premises (including number, gender and frequency) that is consistent with the use of the premises for prostitution. 2. Evidence of appointments with persons for the purpose of prostitution that are made through the use of telephone numbers or other contact details that are publicly advertised. 3. Evidence of the arrangement of, or other matters relating to, the place or the furniture, equipment or articles in the place, that is consistent with the use of the place for prostitution. [36/2019]


document_id: wc-1961
provision_ref: s3
chapter: PART 1 - PRELIMINARY
section: 3
title: Application
content:
3. —(1) Except as otherwise provided, this Act applies to all persons in Singapore and also applies to all persons domiciled in Singapore. (1A) It is declared that section 52 applies for the purposes of determining a woman’s domicile for the purposes of subsection (1). [Act 3 of 2022 wef 30/12/2022] (2) Parts 2 to 6 (except for sections 6A, 6B and 6C) and Parts 10 and 10A and sections 181 and 182 do not apply to any person who is married under, or to any marriage solemnised or registered under, the provisions of the Muslim law or of any written law in Singapore or in Malaysia providing for the registration of Muslim marriages. [15/2019] [Act 3 of 2022 wef 30/12/2022] (2A) Nothing in Part 8 entitles an incapacitated husband who is married under the provisions of the Muslim law, or of any written law in Singapore or in Malaysia providing for the registration of Muslim marriages, to obtain any maintenance under that Part. [7/2016] (3) Despite subsection (2), sections 4, 5 and 6 apply to any person who contracts or purports to contract any such marriage during the subsistence of a marriage registered or deemed to be registered under the provisions of this Act or which was contracted under a law providing that or in contemplation of which the marriage is monogamous. (4) No marriage between persons who are Muslims shall be solemnised or registered under this Act. (5) For the purposes of this Act, a person who is a citizen of Singapore is deemed, until the contrary is proved, to be domiciled in Singapore.


document_id: wc-1961
provision_ref: s3A
chapter: PART 1 - PRELIMINARY
section: 3A
title: Reckoning of age
content:
3A. In reckoning the age of a person for the purposes of this Act — ( a ) the person is taken to have attained a particular age expressed in years on the corresponding anniversary of his or her birth (ignoring any fraction of a day); ( b ) a reference to the anniversary of the person’s birth in paragraph ( a ) is a reference to the day on which the anniversary occurs; and ( c ) if the person was born on 29 February in any year, then, in any subsequent year that is not a leap year, the anniversary of his or her birth is taken to be 28 February in that subsequent year. Illustration A person ( N ) is born on 21 July 2021. N is taken to attain 18 years of age on the first moment of 21 July 2039 (regardless of the time of the day at which N is born). [Act 3 of 2022 wef 30/12/2022]


document_id: wc-1961
provision_ref: s4
chapter: PART 2 - MONOGAMOUS MARRIAGES
section: 4
title: Disability to contract marriages
content:
4. —(1) Every person who on 15 September 1961 is lawfully married under any law, religion, custom or usage to one or more spouses shall be incapable during the continuance of that marriage or marriages of contracting a valid marriage under any law, religion, custom or usage with any person other than such spouse or spouses. (2) Every person who on 15 September 1961 is lawfully married under any law, religion, custom or usage to one or more spouses and who subsequently ceases to be married to that spouse or all the spouses shall, if he or she thereafter marries again, be incapable during the continuance of that marriage of contracting a valid marriage with any other person under any law, religion, custom or usage. (3) Every person who on 15 September 1961 is unmarried and who after that date marries under any law, religion, custom or usage shall be incapable during the continuance of that marriage of contracting a valid marriage with any other person under any law, religion, custom or usage. (4) Nothing in this section affects the operation of Part 3 in relation to marriages solemnised in Singapore after 15 September 1961.


document_id: wc-1961
provision_ref: s5
chapter: PART 2 - MONOGAMOUS MARRIAGES
section: 5
title: Void marriages
content:
5. —(1) Every marriage contracted in Singapore or elsewhere in contravention of section 4 is void. (2) If any male person lawfully married under any law, religion, custom or usage, during the continuance of that marriage, contracts a union with a woman, that woman shall have no right of succession or inheritance on the death intestate of such male person. (3) Nothing in this section affects the liability of any person to pay such maintenance as may be directed to be paid by that person under any written law. [7/2016]


document_id: wc-1961
provision_ref: s6
chapter: PART 2 - MONOGAMOUS MARRIAGES
section: 6
title: Offence
content:
6. Any person lawfully married under any law, religion, custom or usage who during the continuance of that marriage purports to contract a marriage in Singapore or elsewhere under any law, religion, custom or usage in contravention of section 4 is deemed to commit the offence of marrying again during the lifetime of the husband or wife (as the case may be) within the meaning of section 6A. [15/2019]


document_id: wc-1961
provision_ref: s6A
chapter: PART 2 - MONOGAMOUS MARRIAGES
section: 6A
title: Marrying again during lifetime of husband or wife
content:
6A. Whoever, having a husband or wife living, marries in any case in which such marriage is void by reason of its taking place during the life of such husband or wife, shall be guilty of an offence and shall on conviction — ( a ) in a case where the offender concealed from the person with whom the subsequent marriage is contracted the fact of the former marriage, be punished with imprisonment for a term not exceeding 10 years and shall also be liable to a fine not exceeding $15,000; and ( b ) in any other case, be punished with imprisonment for a term not exceeding 7 years and shall also be liable to a fine not exceeding $10,000. Exceptions .—This section does not extend to any person whose marriage, with such husband or wife, has been declared void by a court of competent jurisdiction, nor to any person who contracts a marriage during the life of a former husband or wife, if such husband or wife, at the time of the subsequent marriage, has been continually absent from such person for a period of 7 years, and has not been heard of by such person as being alive within that time, provided the person contracting such subsequent marriage, before the marriage takes place, informs the person with whom the marriage is contracted, of the real state of facts so far as the same are within his or her knowledge. [15/2019]


document_id: wc-1961
provision_ref: s6B
chapter: PART 2 - MONOGAMOUS MARRIAGES
section: 6B
title: Cohabitation caused by deceitfully inducing a belief of lawful marriage
content:
6B. Any person ( A ), who by deceit causes any person of the opposite sex ( B ) who is not lawfully married to A to believe that B is lawfully married to A and to cohabit or have sexual intercourse with A in that belief, shall be guilty of an offence and shall on conviction be punished with imprisonment for a term not exceeding 10 years and shall also be liable to a fine not exceeding $15,000. [15/2019]


document_id: wc-1961
provision_ref: s6C
chapter: PART 2 - MONOGAMOUS MARRIAGES
section: 6C
title: Marriage ceremony gone through fraudulently without lawful marriage
content:
6C. Any person who dishonestly or fraudulently goes through the ceremony of being married, knowing that he or she is not as a result lawfully married, shall be guilty of an offence and shall on conviction be punished with imprisonment for a term not exceeding 7 years and shall also be liable to a fine not exceeding $10,000. [15/2019]


document_id: wc-1961
provision_ref: s7
chapter: PART 2 - MONOGAMOUS MARRIAGES
section: 7
title: Continuance of marriage
content:
7. Every marriage solemnised in Singapore after 15 September 1961, other than a marriage which is void under the provisions of this Act, shall continue until dissolved — ( a ) by the death of one of the parties; ( b ) by order of a court of competent jurisdiction; or ( c ) by a declaration made by a court of competent jurisdiction that the marriage is null and void.


document_id: wc-1961
provision_ref: s8
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 8
title: Interpretation of this Part
content:
8. In this Part, unless the context otherwise requires — “maintenance order” means — ( a ) an order for the payment of monthly sums or a lump sum for the maintenance of a wife, an incapacitated husband or a child made or deemed to be made by a court under Part 8; [Act 18 of 2023 wef 31/01/2024] ( b ) an order for the payment of monthly or periodical sums or a lump sum by way of maintenance or alimony to a wife or former wife or an incapacitated husband or incapacitated former husband, or by way of maintenance for the benefit of any child, under Part 10; [Act 18 of 2023 wef 31/01/2024] ( c ) an order for maintenance made by the Syariah Court under the Administration of Muslim Law Act 1966; or ( d ) a maintenance order as defined in section 2 of the Maintenance Orders (Reciprocal Enforcement) Act 1975; “marriage preparation programme” means a marriage preparation programme prescribed under section 21B( b ). [Act 3 of 2022 wef 25/09/2023] Division 2 &#x2014; Validity of marriages [Act 3 of 2022 wef 25/09/2023]


document_id: wc-1961
provision_ref: s9
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 9
title: Avoidance of marriages where either party is below 18
content:
9. A marriage solemnised in Singapore or elsewhere between persons either of whom is below 18 years of age is void unless the solemnisation of the marriage was authorised by a special marriage licence. [Act 3 of 2022 wef 25/09/2023]


document_id: wc-1961
provision_ref: s10
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 10
title: Avoidance of marriages within prohibited degrees
content:
10. —(1) A marriage solemnised in Singapore or elsewhere between a man and any of the persons mentioned in the first column of the First Schedule, or between a woman and any of the persons mentioned in the second column of that Schedule, is void. (2) Despite subsection (1) and the First Schedule, the Minister may grant a licence under this section for a marriage to be solemnised, notwithstanding the kindred or affinity of the parties, if the Minister is satisfied that the marriage is valid under the law, religion, custom or usage which would have been applicable to the parties thereto if this Act had not been enacted. (3) A marriage solemnised under such a licence is valid. [Act 3 of 2022 wef 25/09/2023]


document_id: wc-1961
provision_ref: s11
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 11
title: Avoidance of marriages by subsisting prior marriage
content:
11. A marriage solemnised in Singapore or elsewhere between persons either of whom, at the date of the marriage, is married under any law, religion, custom or usage to any other person is void.


document_id: wc-1961
provision_ref: s11A
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 11A
title: Avoidance of marriages of convenience
content:
11A. —(1) A marriage solemnised on or after 1 October 2016, whether in Singapore or elsewhere, is void if — ( a ) a party to the marriage contracts or otherwise enters into the marriage knowing or having reason to believe that the purpose of the marriage is to assist the party or the other party to the marriage to obtain an immigration advantage; and ( b ) any gratification, whether from a party to the marriage or another person, is offered, given or received as an inducement or reward to any party to the marriage for entering into the marriage. [7/2016] (2) However, a marriage is not void under subsection (1) if it is proved that both parties to the marriage believed on reasonable grounds, when contracting or entering into the marriage, that the marriage would result in a genuine marital relationship. [7/2016] (3) A marriage solemnised on or after 1 October 2016 is deemed to be void under subsection (1) if either party to the marriage is convicted of an offence under section 57C(1) of the Immigration Act 1959 in respect of the marriage. [7/2016] (4) In this section, “gratification” and “immigration advantage” have the meanings given by section 57C(6) of the Immigration Act 1959. [7/2016]


document_id: wc-1961
provision_ref: s12
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 12
title: Avoidance of marriages between persons of same sex
content:
12. —(1) A marriage solemnised in Singapore or elsewhere between persons who, at the date of the marriage, are not respectively male and female is void. (2) Subject to sections 5, 9, 10, 11, 11A and 13, a marriage solemnised in Singapore or elsewhere between a person who has undergone a sex re‑assignment procedure and any person of the opposite sex is and shall be deemed always to have been a valid marriage. [Act 3 of 2022 wef 25/09/2023] (3) For the purpose of this section — ( a ) the sex of any party to a marriage as registered under the National Registration Act 1965 at the time of the marriage is prima facie evidence of the sex of the party; and [Act 3 of 2022 wef 30/12/2022] ( b ) a person who has undergone a sex re‑assignment procedure is identified as being of the sex to which the person has been re‑assigned. (4) Nothing in subsection (2) validates any such marriage which had been declared by the High Court before 1 May 1997 to be null and void on the ground that the parties were of the same sex.


document_id: wc-1961
provision_ref: s13
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 13
title: Avoidance of marriages solemnised in Singapore without valid licence or by unauthorised person
content:
13. A marriage solemnised in Singapore is void unless it is solemnised — ( a ) on the authority of a valid marriage licence or a valid special marriage licence; and ( b ) by the Registrar or a licensed solemniser. [Act 3 of 2022 wef 25/09/2023] Division 3 &#x2014; Pre-solemnisation process [Act 3 of 2022 wef 25/09/2023]


document_id: wc-1961
provision_ref: s14
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 14
title: Notice of marriage
content:
14. —(1) If 2 persons desire to marry in Singapore, one of them must give to the Registrar a notice of marriage in the prescribed form and manner. (2) The Registrar must — ( a ) file and publish the notice of marriage; and ( b ) keep the notice of marriage published until the earlier of the following occurs: (i) a marriage licence is issued to the 2 persons; (ii) the notice of marriage ceases to have effect. [Act 3 of 2022 wef 25/09/2023]


document_id: wc-1961
provision_ref: s15
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 15
title: Validity of notice of marriage
content:
15. —(1) A notice of marriage ceases to have effect if — ( a ) 3 months (or any longer prescribed period) have elapsed since the notice of marriage was given to the Registrar and the intended marriage has not been solemnised; or ( b ) the notice of marriage is cancelled by the Registrar. (2) The Registrar may cancel a notice of marriage if — ( a ) the intended marriage has not been solemnised; ( b ) one of the parties has applied to the Registrar in the prescribed form and manner to cancel the notice of marriage; and ( c ) the Registrar is satisfied that there is good reason to cancel the notice of marriage. (3) If a notice of marriage ceases to have effect — ( a ) any marriage licence issued in consequence of that notice of marriage is void; and ( b ) a fresh notice of marriage must be given before the parties may lawfully marry. [Act 3 of 2022 wef 25/09/2023]


document_id: wc-1961
provision_ref: s16
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 16
title: Declaration by intending parties
content:
16. —(1) Where a notice of marriage is given to the Registrar, each of the parties to the intended marriage must also submit to the Registrar a declaration in the prescribed form and manner. (2) The form prescribed for the purpose of subsection (1) must provide for a party ( X ) to declare — ( a ) whether the parties to the intended marriage are prevented from marrying by this Act or any other law; ( b ) if any party is not a citizen of Singapore or permanent resident of Singapore — whether X has been physically present in Singapore for the prescribed period before the date of the notice of marriage; [Act 31 of 2023 wef 31/12/2024] ( c ) if the parties are required to attend and complete a marriage preparation programme — whether the parties have done so; ( d ) if X was previously married but has been divorced — whether X owes any arrears in respect of any maintenance which is payable under a maintenance order; and ( e ) whether X has been convicted of an offence under any of the following provisions: (i) section 6A (marrying again during lifetime of husband or wife); (ii) section 57C(1) of the Immigration Act 1959 (entering into marriage of convenience); (iii) section 494 of the Penal Code 1871 (marrying again during lifetime of husband or wife) as in force immediately before 1 January 2020. [Act 3 of 2022 wef 25/09/2023]


document_id: wc-1961
provision_ref: s17
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 17
title: Issue of marriage licence
content:
17. —(1) Subject to the provisions of this Division, the Registrar must issue a marriage licence after — ( a ) a notice of marriage is given to the Registrar; ( b ) the parties to the intended marriage have each submitted the declaration required by section 16; and ( c ) the prescribed fee is paid. (2) A marriage licence must be issued — ( a ) after the expiry of 21 days from the date of the notice of marriage; and ( b ) before the notice of marriage ceases to have effect. (3) In any prescribed class of cases, a decision whether to issue a marriage licence may be made by the operation of a computer program for which the Registrar is responsible. (4) A decision made under subsection (3) by the operation of a computer program — ( a ) is taken to be a decision of the Registrar; but ( b ) may, within the prescribed time and subject to any prescribed conditions, be — (i) reviewed by the Registrar; and (ii) confirmed, cancelled or substituted by the Registrar by written notice to the affected parties. [Act 3 of 2022 wef 25/09/2023] 17A. [ Repealed by Act 3 of 2022 wef 25/09/2023 ]


document_id: wc-1961
provision_ref: s18
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 18
title: Conditions for issuing marriage licence
content:
18. —(1) The Registrar must not issue a marriage licence unless the Registrar is satisfied that — ( a ) the parties to the intended marriage are not prevented from marrying by this Act or any other law; ( b ) if the parties are required to attend and complete a marriage preparation programme — they have done so; ( c ) if any party is not a citizen of Singapore or permanent resident of Singapore — at least one of the parties has been physically present in Singapore for the prescribed period before the date of the notice of marriage; and [Act 31 of 2023 wef 31/12/2024] ( d ) no party has made a false declaration under section 16(1) in respect of the matters in section 16(2)( d ) or ( e ). (2) The Registrar may, if satisfied that there are good reasons to do so, waive the requirement in subsection (1)( c ). (3) In deciding whether to issue a marriage licence, the Registrar may — ( a ) rely on the declarations made by the parties to the intended marriage under section 16; ( b ) interview the parties or require them to provide any information or evidence that the Registrar may require; or ( c ) make any inquiry. [Act 3 of 2022 wef 25/09/2023]


document_id: wc-1961
provision_ref: s19
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 19
title: Caveat against issue of marriage licence
content:
19. —(1) Any person may, on payment of the prescribed fee, enter a caveat with the Registrar against the issue of a marriage licence for the marriage of any person named in the caveat and notice of whose intended marriage has been given to the Registrar. [Act 3 of 2022 wef 25/09/2023] (2) A caveat under subsection (1) must — ( a ) state the grounds of objection on which the caveat is founded; ( b ) state any prescribed information; and ( c ) be signed by the person entering the caveat. [Act 3 of 2022 wef 25/09/2023]


document_id: wc-1961
provision_ref: s20
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 20
title: Proceedings if caveat entered
content:
20. —(1) If a caveat is entered in accordance with section 19, the Registrar must not issue a marriage licence for the marriage against which the caveat has been entered unless — ( a ) after examining into the matter of the said objection, the Registrar is satisfied that it ought not to obstruct the issue of the marriage licence for the marriage; or [Act 3 of 2022 wef 25/09/2023] ( b ) the caveat is withdrawn by the person who entered it. [Act 3 of 2022 wef 25/09/2023] (2) In cases of doubt, it is lawful for the Registrar to refer the matter of any caveat mentioned in subsection (1) to the court which shall decide upon the same. [27/2014] (3) Where the Registrar has refused to issue the marriage licence, the person applying for the same has a right of appeal to the court which is to thereupon either confirm the refusal or direct the issue of the marriage licence. [27/2014] (4) The court may examine the allegations contained in the caveat in a summary way and may hear evidence in support of and in opposition to the objection. [27/2014] (5) The proceedings under this section are to be before a judge in chambers. (6) There shall be no appeal from a decision of a judge under this section. (7) If the Registrar or the court declares the grounds of objection to be frivolous and such as ought not to obstruct the issue of the marriage licence, the person entering the caveat shall be liable for the costs of all proceedings relating thereto and for damages to be recovered by suit by the party against whose marriage the caveat was entered. [27/2014]


document_id: wc-1961
provision_ref: s21
chapter: PART 3 - SOLEMNISATION OF MARRIAGES
section: 21
title: Special marriage licence
content:
21. —(1) Subject to the provisions of this Division, the Minister may grant a special marriage licence to 2 parties for either or both of the following purposes: ( a ) to authorise the parties to marry without giving a notice of marriage or being issued a marriage licence; ( b ) to authorise the parties to marry even though one or both of them are below 18 years of age. [Act 3 of 2022 wef 25/09/2023] (2) If 2 parties seek a special marriage licence, each of them must submit to the Minister a declaration in the prescribed form, which declaration must include the matters mentioned in section 16(2). [Act 3 of 2022 wef 25/09/2023] (2A) The Minister must not grant a special marriage licence unless the Minister is satisfied that — ( a ) apart from any impediment under section 9, the parties to the intended marriage are not prevented from marrying by this Act or any other law; ( b ) if the parties are required to attend and complete a marriage preparation programme — they have done so; ( c ) if any party is not a citizen of Singapore or permanent resident of Singapore — at least one of the parties has been physically present in Singapore for the prescribed period before his or her declaration under subsection (2); and [Act 31 of 2023 wef 31/12/2024] ( d ) no party has made a false declaration under subsection (2) in respect of the matters mentioned in section 16(2)( d ) or ( e ). [Act 3 of 2022 wef 25/09/2023] (3) If the marriage authorised by a special marriage licence under this section is not solemnised within one month from the date of the licence, the licence becomes void. (4) The Minister may delegate his or her powers under this section to any person, subject to such conditions as the Minister thinks fit to impose. (5) [ Deleted by Act 3 of 2022 wef 25/09/2023 ]


