Effect of assumption of control under section 33
34.—(1)  Upon assuming control of the relevant business of a relevant financial institution, the Authority or statutory manager (as the case may be) must take custody or control of the relevant business.
[9/2013; 31/2017]
(2)  During the period when the Authority or statutory manager is in control of the relevant business of a relevant financial institution, the Authority or statutory manager —
(a)must manage the relevant business of the relevant financial institution in the name of and on behalf of the relevant financial institution; and
(b)is deemed to be an agent of the relevant financial institution.
[9/2013]
(3)  In managing the relevant business of a relevant financial institution, the Authority or statutory manager —
(a)must take into consideration the interests of such persons as may be prescribed by regulations made under section 41 in relation to the relevant financial institution; and
(b)has all the duties, powers and functions of the members of the board of directors of the relevant financial institution (collectively and individually) under this Act, the Companies Act 1967 and the constitution of the relevant financial institution, including powers of delegation, in relation to the relevant business of the relevant financial institution; but nothing in this paragraph requires the Authority or statutory manager to call any meeting of the relevant financial institution under the Companies Act 1967 or the constitution of the relevant financial institution.
[9/2013; 31/2017]
(4)  Despite any written law or rule of law, upon the assumption of control of the relevant business of a relevant financial institution by the Authority or statutory manager —
(a)where the relevant financial institution is established or incorporated in Singapore, any appointment of a person as the chief executive or a director of the relevant financial institution which was in force immediately before the assumption of control; or
(b)where the relevant financial institution is established or incorporated outside Singapore, any appointment of a person as the chief executive of the relevant financial institution (insofar as the appointment relates to the relevant business of the relevant financial institution) which was in force immediately before the assumption of control,
is deemed to be revoked, unless the Authority gives its approval, by written notice to the person and the relevant financial institution, for the person to remain in the appointment.
[9/2013]
(5)  Despite any written law or rule of law, during the period when the Authority or statutory manager is in control of the relevant business of a relevant financial institution, except with the Authority’s approval, no person may be appointed —
(a)where the relevant financial institution is established or incorporated in Singapore, as the chief executive or a director of the relevant financial institution; or
(b)where the relevant financial institution is established or incorporated outside Singapore, as the chief executive of the relevant financial institution (insofar as the appointment relates to the relevant business of the relevant financial institution).
[9/2013]
(6)  Where the Authority has given its approval under subsection (4) or (5) to a person to remain in the appointment of, or to be appointed as, the chief executive or a director of a relevant financial institution, the Authority may at any time, by written notice to the person and the relevant financial institution, revoke that approval, and the appointment is deemed to be revoked on the date specified in the notice.
[9/2013]
(7)  Despite any written law or rule of law, if any person, whose appointment as the chief executive or a director of a relevant financial institution is revoked under subsection (4) or (6), acts or purports to act after the revocation —
(a)where the relevant financial institution is established or incorporated in Singapore, as the chief executive or a director of the relevant financial institution; or
(b)where the relevant financial institution is established or incorporated outside Singapore, as the chief executive of the relevant financial institution in relation to the relevant business of the relevant financial institution,
during the period when the Authority or statutory manager is in control of the relevant business of the relevant financial institution —
(c)the act or purported act of the person is invalid and of no effect; and
(d)the person shall be guilty of an offence.
[9/2013]
(8)  Despite any written law or rule of law, if any person who is appointed as the chief executive or a director of a relevant financial institution in contravention of subsection (5) acts or purports to act —
(a)where the relevant financial institution is established or incorporated in Singapore, as the chief executive or a director of the relevant financial institution; or
(b)where the relevant financial institution is established or incorporated outside Singapore, as the chief executive of the relevant financial institution in relation to the relevant business of the relevant financial institution,
during the period when the Authority or statutory manager is in control of the relevant business of the relevant financial institution —
(c)the act or purported act of the person is invalid and of no effect; and
(d)the person shall be guilty of an offence.
[9/2013]
(9)  During the period when the Authority or statutory manager is in control of the relevant business of a relevant financial institution —
(a)if there is any conflict or inconsistency between —
(i)a direction or decision given by the Authority or statutory manager (including a direction or decision to a person or body of persons referred to in sub‑paragraph (ii)); and
(ii)a direction or decision given by any chief executive, director, member, executive officer, employee, agent or office holder, or the board of directors, of the relevant financial institution,
the direction or decision referred to in sub‑paragraph (i), to the extent of the conflict or inconsistency, prevails over the direction or decision referred to in sub‑paragraph (ii); and
(b)no person may exercise any voting or other right attached to any share in the relevant financial institution in any manner that may defeat or interfere with any duty, function or power of the Authority or statutory manager, and any such act or purported act is invalid and of no effect.
[9/2013]
(10)  Any person who is guilty of an offence under subsection (7) or (8) shall be liable on conviction to a fine not exceeding $125,000 or to imprisonment for a term not exceeding 2 years or to both and, in the case of a continuing offence, to a further fine not exceeding $12,500 for every day or part of a day during which the offence continues after conviction.
[9/2013]
(11)  In this section, “constitution”, in relation to a relevant financial institution, means the memorandum of association and articles of association of the relevant financial institution, or any other instrument under which the relevant financial institution is established or incorporated.
[9/2013]