Comparison View

Formal Consolidation |  2020 RevEd
Investment in corporations
34.—(1)  A licensed insurer which is established or incorporated in Singapore must not acquire or hold, directly or indirectly, a major stake in any corporation without the prior approval of the Authority.
[11/2013]
(2)  A licensed insurer which is incorporated outside Singapore must not, without the prior approval of the Authority —
(a)acquire, directly or indirectly, a major stake in any corporation using any of the assets of any insurance fund established and maintained by the licensed insurer under this Act; or
(b)hold, directly or indirectly, a major stake in any corporation as assets of any insurance fund established and maintained by the licensed insurer under this Act.
[11/2013]
(3)  Despite subsections (1) and (2) —
(a)a licensed insurer who is a licensed insurer by virtue of section 68 of the Insurance (Amendment) Act 2013 may, during a period of 6 months after 18 April 2013 or such longer period as the Authority may allow in any particular case, without the prior written approval of the Authority —
(i)if the insurer is one referred to in subsection (1), hold, directly or indirectly, a major stake in any corporation; or
(ii)if the insurer is one referred to in subsection (2), hold, directly or indirectly, a major stake in any corporation using any of the assets or as assets (as the case may be) of any insurance fund established and maintained by the licensed insurer under this Act,
if the acquisition of the major stake was made before 18 April 2013 and the insurer was not required by a condition of its registration under this Act in force immediately before that date to obtain the Authority’s approval to such acquisition or the holding of the major stake; but
(b)the licensed insurer must not continue to hold any major stake referred to in paragraph (a) after the period referred to in that paragraph unless it has obtained the approval of the Authority.
[11/2013]
(4)  Any approval granted by the Authority under this section for a licensed insurer to acquire or hold, directly or indirectly, a major stake in a corporation may be subject to such conditions as the Authority may determine, including any condition relating to the operations or activities of the corporation.
[11/2013]
(5)  The Authority may at any time add to, vary or revoke any condition imposed under subsection (4).
[11/2013]
(6)  This section does not apply to —
(a)any interest held by way of security for the purposes of a transaction entered into in the ordinary course of business of an insurer;
(b)any shareholding or interest acquired or held by an insurer in the course of satisfaction of debts due to it which is disposed of at the earliest suitable opportunity; and
(c)such other interest as may be prescribed.
[11/2013]
(7)  The Authority may, by regulations —
(a)exclude the operation of this section in respect of any corporation or class of corporations, subject to such conditions as may be prescribed;
(b)provide for the manner of computation of major stakes; and
(c)provide that any interest or control referred to in the definition of “major stake” in subsection (9) that is acquired or held, directly or indirectly, by a corporation in which a licensed insurer has, directly or indirectly, a major stake, is deemed to be acquired or held by the insurer.
[11/2013]
(8)  Any licensed insurer which contravenes subsection (1) or (2), or fails to comply with any condition imposed or prescribed under this section, shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part of a day during which the offence continues after conviction.
[11/2013]
(9)  In this section, unless the context otherwise requires —
(a)“major stake” means —
(i)any beneficial interest exceeding 10% of the total number of issued shares or such other measure corresponding to shares in a corporation as may be prescribed;
(ii)control over more than 10% of the voting power or such other measure corresponding to voting power in a corporation as may be prescribed; or
(iii)any interest in a corporation, where the directors of the company are accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of the licensed insurer concerned, or where the insurer is in a position to determine the policy of the corporation; and
(b)a reference to voting power in a corporation is a reference to the total number of votes that might be cast in a general meeting of the corporation.
[11/2013]
(10)  Any approval to acquire or hold a major stake in a corporation that was granted by the Authority before 18 April 2013 to an insurer pursuant to a condition of the insurer’s registration under this Act in force before that date is, if such approval remains in force immediately before that date, deemed to be an approval granted under this section.
[30B
[11/2013]
Informal Consolidation | Amended S 26/2022
Investment in corporations
34.—(1)  A licensed insurer which is established or incorporated in Singapore must not acquire or hold, directly or indirectly, a major stake in any corporation without the prior approval of the Authority.
[11/2013]
(2)  A licensed insurer which is incorporated outside Singapore must not, without the prior approval of the Authority —
(a)acquire, directly or indirectly, a major stake in any corporation using any of the assets of any insurance fund established and maintained by the licensed insurer under this Act; or
(b)hold, directly or indirectly, a major stake in any corporation as assets of any insurance fund established and maintained by the licensed insurer under this Act.
[11/2013]
(3)  Despite subsections (1) and (2) —
(a)a licensed insurer who is a licensed insurer by virtue of section 68 of the Insurance (Amendment) Act 2013 may, during a period of 6 months after 18 April 2013 or such longer period as the Authority may allow in any particular case, without the prior written approval of the Authority —
(i)if the insurer is one referred to in subsection (1), hold, directly or indirectly, a major stake in any corporation; or
(ii)if the insurer is one referred to in subsection (2), hold, directly or indirectly, a major stake in any corporation using any of the assets or as assets (as the case may be) of any insurance fund established and maintained by the licensed insurer under this Act,
if the acquisition of the major stake was made before 18 April 2013 and the insurer was not required by a condition of its registration under this Act in force immediately before that date to obtain the Authority’s approval to such acquisition or the holding of the major stake; but
(b)the licensed insurer must not continue to hold any major stake referred to in paragraph (a) after the period referred to in that paragraph unless it has obtained the approval of the Authority.
[11/2013]
(4)  Any approval granted by the Authority under this section for a licensed insurer to acquire or hold, directly or indirectly, a major stake in a corporation may be subject to such conditions as the Authority may determine, including any condition relating to the operations or activities of the corporation.
[11/2013]
(5)  The Authority may at any time add to, vary or revoke any condition imposed under subsection (4).
[11/2013]
(6)  This section does not apply to —
(a)any interest held by way of security for the purposes of a transaction entered into in the ordinary course of business of an insurer;
(b)any shareholding or interest acquired or held by an insurer in the course of satisfaction of debts due to it which is disposed of at the earliest suitable opportunity; and
(c)such other interest as may be prescribed.
[11/2013]
(7)  The Authority may, by regulations —
(a)exclude the operation of this section in respect of any corporation or class of corporations, subject to such conditions as may be prescribed;
(b)provide for the manner of computation of major stakes; and
(c)provide that any interest or control referred to in the definition of “major stake” in subsection (9) that is acquired or held, directly or indirectly, by a corporation in which a licensed insurer has, directly or indirectly, a major stake, is deemed to be acquired or held by the insurer.
[11/2013]
(8)  Any licensed insurer which contravenes subsection (1) or (2), or fails to comply with any condition imposed or prescribed under this section, shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part of a day during which the offence continues after conviction.
[11/2013]
(9)  In this section, unless the context otherwise requires —
(a)“major stake” means —
(i)any beneficial interest exceeding 10% of the total number of issued shares (or, in the case of an umbrella VCC, either exceeding 10% of the total number of issued shares in the umbrella VCC that are not in respect of any of its sub-funds, or exceeding 10% of the total number of issued shares in the umbrella VCC in respect of any one of its sub-funds) or such other measure corresponding to shares in a corporation as may be prescribed;
[S 26/2022 wef 13/01/2022]
(ii)control over more than 10% of the voting power (or, in the case of an umbrella VCC, either more than 10% of the voting power in the umbrella VCC that is not in respect of any of its sub-funds, or more than 10% of the voting power in the umbrella VCC in respect of any one of its sub-funds) or such other measure corresponding to voting power in a corporation as may be prescribed; or
[S 26/2022 wef 13/01/2022]
(iii)any interest in a corporation, where the directors of the company or VCC are accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of the licensed insurer concerned, or where the insurer is in a position to determine the policy of the corporation;
[S 26/2022 wef 13/01/2022]
(aa)“sub-fund”, in relation to an umbrella VCC, has the meaning given by section 2(1) of the Variable Capital Companies Act 2018;
[S 26/2022 wef 13/01/2022]
(ab)“umbrella VCC” and “VCC” have the meanings given by section 2(1) of the Variable Capital Companies Act 2018; and
[S 26/2022 wef 13/01/2022]
(b)a reference to voting power in a corporation is a reference to the total number of votes that might be cast in a general meeting of the corporation or, in the case of an umbrella VCC, the total number of votes that might be cast in a general meeting of the umbrella VCC or a meeting of a class of members of the umbrella VCC holding shares in respect of any one of its sub‑funds.
[11/2013]
[S 26/2022 wef 13/01/2022]
(10)  Any approval to acquire or hold a major stake in a corporation that was granted by the Authority before 18 April 2013 to an insurer pursuant to a condition of the insurer’s registration under this Act in force before that date is, if such approval remains in force immediately before that date, deemed to be an approval granted under this section.
[30B
[11/2013]