Business Trusts Act 2004 - Singapore Statutes Online

PART 2

REGISTRATION OF BUSINESS TRUSTS

Application for registration

3.—(1) The proposed trustee‑manager of a business trust may apply to register the business trust by lodging an application with the Authority in such form and manner as the Authority may prescribe.

(2) An application made under subsection (1) must be accompanied —

(a)	by such information or record as the Authority may require; and
(b)	by a prescribed application fee which is non‑refundable and must be paid in such manner as the Authority may specify.

Registration of business trusts

4.—(1) The Authority may, on an application lodged with it by the proposed trustee‑manager of a business trust in accordance with section 3, register the business trust.

(2) The Authority may refuse an application to register a business trust if —

(a)

the Authority is not satisfied that the application lodged has complied with section 3;

(b)

the Authority is not satisfied that the proposed trustee‑manager of the business trust is a company and not an exempt private company;

(c)

the Authority is not satisfied that the proposed trustee‑manager does not carry on any business other than the business of management and operation of the business trust in respect of which the application has been lodged;

(d)

the Authority is not satisfied that the proposed trustee‑manager has —

(i)	complied with sections 14(1), 15(1), 28(1) and 30(1) (as modified by subsection (6) or pursuant to subsection (7)); and
(ii)	satisfied any other criteria that the Authority may prescribe;

(e)

the proposed trustee‑manager or any of its substantial shareholders is in the course of being wound up or otherwise dissolved, whether in Singapore or elsewhere;

(f)

a receiver, a receiver and manager, a judicial manager or an equivalent person has been appointed, whether in Singapore or elsewhere, in relation to or in respect of any property of the proposed trustee‑manager or any of its substantial shareholders;

(g)

the proposed trustee‑manager or any of its substantial shareholders has, whether in Singapore or elsewhere, entered into a compromise or scheme of arrangement with its creditors, being a compromise or scheme of arrangement that is still in operation;

(h)

an enforcement order against the proposed trustee‑manager or any of its substantial shareholders in respect of a judgment debt has been returned unsatisfied in whole or in part;

[Act 25 of 2021 wef 01/04/2022]

(i)

the proposed trustee‑manager or any of its substantial shareholders or officers —

(i)	has been convicted, whether in Singapore or elsewhere, of an offence involving fraud or dishonesty or the conviction for which involved a finding that it, he or she acted fraudulently or dishonestly; or
(ii)	has been convicted of an offence under this Act; or

(j)

the Authority is of the opinion that it would be contrary to the public interest to register the business trust.

(3) Subject to subsection (4), the Authority must not refuse an application to register a business trust under subsection (1) without giving the proposed trustee‑manager of the business trust an opportunity to be heard.

(4) The Authority may refuse an application to register a business trust on any of the following grounds without giving the proposed trustee‑manager of the business trust an opportunity to be heard:

(a)	the proposed trustee‑manager is in the course of being wound up or otherwise dissolved, whether in Singapore or elsewhere;
(b)	a receiver, a receiver and manager, a judicial manager or an equivalent person has been appointed, whether in Singapore or elsewhere, in relation to or in respect of any property of the proposed trustee‑manager;
(c)	the proposed trustee‑manager has been convicted, whether in Singapore or elsewhere, of an offence involving fraud or dishonesty or the conviction for which involved a finding that it had acted fraudulently or dishonestly.

(5) The proposed trustee‑manager of any business trust who is aggrieved by the refusal of the Authority to register the business trust under subsection (2) may, within 30 days after it is notified of the decision, appeal to the Minister whose decision is final.

(6) For the purpose of determining whether subsection (2) is satisfied in relation to the business trust —

(a)	references in Division 1 of Part 3 and Part 4 to a registered business trust is to be read as including a reference to the business trust mentioned in subsection (1); and
(b)	references in Division 1 of Part 3 and Part 4 to the trustee‑manager of the registered business trust is to be read as including a reference to the proposed trustee‑manager of the business trust.

(7) The Authority may prescribe any other modifications to the provisions of Division 1 of Part 3 and Part 4 that may be necessary for their proper application to a proposed trustee‑manager of a business trust that has not yet been registered under this Act.

5.—(1) The Authority must establish and maintain a register of registered business trusts, and may prescribe the manner in which the register is established or maintained, including the details or particulars required to be entered in the register.

(2) Any person may, upon payment of such fee as may be prescribed, inspect and take an extract from the register established under subsection (1), and any such extract, certified by the Authority to be a true copy, is admissible as evidence in any legal proceedings.

(3) Where a change occurs in any matter in relation to a registered business trust, particulars of which are required to be entered in the register of registered business trusts under subsection (1), the trustee‑manager of the registered business trust must, not later than 14 days after the occurrence of the change, provide particulars of the change to the Authority in the prescribed form and manner.

(4) Any trustee‑manager of a registered business trust which contravenes subsection (3) shall be guilty of an offence.

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