Securities and Futures Act
(CHAPTER 289, Sections 2(1), 84, 85, 87, 90, 91, 93 to 97, 99, 100, 102, 104, 118, 120, 123, 128, 337, 339(3) and 341)
Securities and Futures (Licensing and Conduct of Business) Regulations
Rg 10
G.N. No. S 457/2002

(29th February 2004)
[1st October 2002;
1st April 2003: — regulation 54 ]
1.  These Regulations may be cited as the Securities and Futures (Licensing and Conduct of Business) Regulations.
2.  In these Regulations, unless the context otherwise requires —
“advertisement” means any dissemination or conveyance of information in connection with a promotion of, or an invitation or a solicitation in respect of, any product or service, by any means or in any form, including by means of —
(a)publication in a newspaper, magazine, journal or other periodical;
(b)display of posters or notices;
(c)circulars, handbills, brochures, pamphlets, books or other documents;
(d)letters addressed to individuals or bodies;
(e)photographs or cinematograph films; or
(f)sound broadcasting, television, the Internet or other media;
[S 381/2018 wef 09/07/2018]
“approved global trading company” means a global trading company approved under section 43P of the Income Tax Act (Cap. 134);
[S 667/2018 wef 08/10/2018]
“associated corporation”, in relation to a corporation (A), means —
(a)any corporation (B) in which A or A’s subsidiary has, or A and A’s subsidiary together have, an interest in shares entitling the beneficial owners of those shares the right to cast, whether by proxy or in person, not less than 20% but not more than 50% of the total votes able to be cast at a general meeting of B; or
(b)any corporation (C), other than a subsidiary of A or a corporation which is an associated company of A by virtue of paragraph (a), the policies of which A or A’s subsidiary is, or A together with A’s subsidiary, are able to control or influence materially;
[S 667/2018 wef 08/10/2018]
“board” means the board of directors;
[S 667/2018 wef 08/10/2018]
“bond” includes —
(a)any note, bond or Treasury Bill;
(b)an option in respect of any note, bond or Treasury Bill; and
(c)such other securities or class of securities as the Authority may from time to time, by a guideline issued by the Authority, determine;
“booked in Singapore”, in relation to an OTC derivatives contract, means the entry of the OTC derivatives contract on the balance-sheet or the profit and loss accounts of a person who is a party to the OTC derivatives contract, where —
(a)that person’s place of business is in Singapore; and
(b)the balance-sheet or the profit and loss accounts relate to that person’s business in Singapore;
[S 667/2018 wef 08/10/2018]
“electronic record” has the same meaning as in section 2 of the Electronic Transactions Act (Cap. 88);
“executive director” means a director who is concurrently an executive officer;
[S 667/2018 wef 08/10/2018]
“foreign exchange OTC derivatives contract” or “FX OTC derivatives contract” means an OTC derivatives contract —
(a)which is entered into by one party providing to the other party money, securities, property or other collateral which represents only a part of the value of the contract; and
(b)the value of which is determined by reference to, is derived from, or varies by reference to —
(i)the value or amount of any currency or currency index; or
(ii)fluctuations in the values or amounts of any currency or currency index;
[S 667/2018 wef 08/10/2018]
“Government securities” means specified products issued or proposed to be issued by the Government, and includes —
(a)any debenture, stock or bond issued or proposed to be issued by the Government;
(b)any right or option in respect of any debenture, stock or bond referred to in paragraph (a);
(c)book-entry Government securities as defined in section 2 of the Development Loan (1987) Act (Cap. 81A) or section 2 of the Government Securities Act (Cap. 121A); and
(d)book-entry Treasury Bills as defined in section 2 of the Local Treasury Bills Act (Cap. 167);
[S 667/2018 wef 08/10/2018]
“guideline issued by the Authority” means a guideline issued by the Authority under section 321 of the Act;
“immediate family”, in relation to an individual, means the individual’s spouse, son, adopted son, stepson, daughter, adopted daughter, stepdaughter, father, stepfather, mother, stepmother, brother, stepbrother, sister or stepsister;
[S 667/2018 wef 08/10/2018]
“Internet-based trading platform” means an order management system for the purpose of dealing in capital markets products offered by a holder of a capital markets services licence or a person who is exempt from holding a capital markets services licence pursuant to section 99(1)(a), (b) or (c) of the Act, which is accessible through the Internet, and is not limited to accredited investors, expert investors and institutional investors;
[S 170/2013 wef 28/03/2014]
[S 667/2018 wef 08/10/2018]
“non-executive director” means a director who is not an executive director;
[S 667/2018 wef 08/10/2018]
“over‑the‑counter derivatives contract” or “OTC derivatives contract” means a derivatives contract that is not an exchange-traded derivatives contract;
[S 667/2018 wef 08/10/2018]
[Deleted by S 667/2018 wef 08/10/2018]
“product advertisement” means an advertisement in respect of any capital markets products;
[S 381/2018 wef 09/07/2018]
“quarter”, in relation to a calendar year, means a period of 3 months ending on the last day of March, June, September or December in that calendar year;
“Registered Fund Management Company” means a corporation which is exempted from holding a capital markets services licence under paragraph 5(1)(i) of the Second Schedule;
[S 385/2012 wef 07/08/2012]
“real estate investment trust” or “REIT” means a collective investment scheme —
(a)that is authorised under section 286 of the Act or recognised under section 287 of the Act;
(b)that is a trust;
(c)that invests primarily in real estate and real estate-related assets specified by the Authority in the Code on Collective Investment Schemes; and
(d)all or any of the units of which are listed for quotation on an approved exchange;
[S 667/2018 wef 08/10/2018]
“retail customer” means a customer other than an accredited investor, expert investor or institutional investor;
[S 667/2018 wef 08/10/2018]
“Rules and Market Practices” means the Rules and Market Practices (including any amendment and modification thereto) of the Singapore Government Securities Market as promulgated from time to time by the Singapore Government Securities Market Committee of the Singapore Government Securities Market;
[S 381/2018 wef 09/07/2018]
“specified person” means —
(a)a holder of a capital markets services licence;
(b)an appointed representative;
(c)a provisional representative; or
(d)a temporary representative.
[S 381/2018 wef 09/07/2018]
[G. N. Nos. S 457/2002; S 543/2003]