Reverse transfer certificate
62.—(1)  If the Minister approves a determination under section 61, the Minister must, as soon as practicable, issue a certificate (called in this section the reverse transfer certificate), which is to come into effect on the date specified in the certificate.
(2)  The reverse transfer certificate must specify such information as may be prescribed by regulations made under section 126.
(3)  The reverse transfer certificate may make provision for one or more of the following matters:
(a)the reverse transfer approved by the Minister;
(b)the effective date of the reverse transfer, if different from the date on which the reverse transfer certificate comes into effect;
(c)the consideration, if any, to be returned by the transferee to the transferor and the period within which the consideration is to be returned;
(d)the rescission of provisions made for any of the matters mentioned in section 58(3)(c) and (d) in the certificate of transfer concerned;
(e)such incidental, consequential and supplementary matters as are, in the Minister’s opinion, necessary to secure that the reverse transfer is fully effective, including any condition mentioned in section 61(5).
(4)  The Minister may, at any time before the reverse transfer certificate comes into effect, add to, vary or revoke any matter specified in the reverse transfer certificate.
(5)  On or before the date on which the reverse transfer certificate comes into effect, the Authority must cause the reverse transfer certificate, and any addition, variation or revocation mentioned in subsection (4) to be —
(a)served on the transferor and the transferee; and
(b)published in the Gazette and in such newspaper or newspapers as the Minister may determine.
(6)  Subject to subsection (7), unless otherwise specified in the reverse transfer certificate, the effective date of the reverse transfer is the date on which the reverse transfer certificate comes into effect.
(7)  Despite any written law or rule of law (including section 58 as it applies to the certificate of transfer in question), on the effective date of the reverse transfer —
(a)subject to subsection (10) —
(i)the business that is the subject of the reverse transfer is transferred back to and vests in the transferor without other or further assurance, act or deed; and
(ii)the reverse transfer certificate has effect according to its tenor and is binding on any person affected by it;
(b)no deed, bond, agreement or other arrangement mentioned in section 58(8)(b) which relates to the business that is the subject of the reverse transfer is considered terminated by reason only of the reverse transfer, but each of these continues in full force and effect and is once again enforceable by or against the transferor (as the case may be);
(c)no deed, bond, agreement or other arrangement —
(i)that is entered into by the transferee after the transfer of business under the certificate of transfer under section 58, but before the effective date of the reverse transfer; and
(ii)which relates to the business that is the subject of the reverse transfer,
is considered terminated by reason only of the reverse transfer, but each of these continues in full force and effect, and is enforceable by or against the transferor (as the case may be), as if the transferor had been named in it or had been a party to it instead of the transferee; and
(d)any proceedings or cause of action, by or against the transferee, pending or existing immediately before the effective date of the reverse transfer (including those mentioned in section 58(8)(c)), and relating to the business that is the subject of the reverse transfer may be continued and enforced by or against the transferor as from that date.
(8)  Subsection (7)(b) and (c) does not apply to a contract of employment.
(9)  To avoid doubt, this section does not affect the operation of section 18A of the Employment Act (Cap. 91).
(10)  Section 58(9) to (17) applies in relation to a reverse transfer as it applies to a transfer of business under that section as if —
(a)a reference to the business to be transferred is a reference to the business that is the subject of the reverse transfer;
(b)a reference to the transferor is a reference to the transferee;
(c)a reference to the transferee is a reference to the transferor; and
(d)a reference to the certificate of transfer is a reference to the reverse transfer certificate.
[Act 31 of 2017 wef 29/10/2018]