Income Tax Act
(Chapter 134, Sections 13(1)(a) and (11) and 45(9))
Income Tax (Qualifying Debt Securities) Regulations
Rg 35
G.N. No. S 212/2001

REVISED EDITION 2002
(31st January 2002)
Citation and application
1.—(1)  These Regulations may be cited as the Income Tax (Qualifying Debt Securities) Regulations.
(2)  Regulation 3(1)(a) shall apply to qualifying debt securities issued during the period from 27th February 1999 to 31st December 2008.
[S 350/2005 wef 03/12/2003]
(3)  Regulations 3(1)(b), (c) and (d) and 5 shall apply to qualifying debt securities issued during the period from 26th April 1999 to 31st December 2008.
Definitions
2.  In these Regulations —
“approved bond intermediary”, “financial institution”, “financial sector incentive (bond market) company” and “qualifying debt securities” have the same meanings as in section 13(16) of the Act;
“debt securities” means bonds, notes, commercial papers and certificates of deposit other than Singapore Government securities;
“funds from Singapore operations”, in relation to a person, means the funds and profits of that person’s operations through a permanent establishment in Singapore;
“Islamic debt securities” has the same meaning as in section 43N(4) of the Act;
“offering documents” means the prospectuses, offering circulars, information memoranda, pricing supplements or other documents issued to investors in connection with an issue of securities;
“programme” includes a medium term note programme, a commercial paper programme or any similar programme for the issue of debt securities;
“tranche” means a particular issue of debt securities under a programme.
Prescribed conditions for tax exemption on interest income from qualifying debt securities
3.—(1)  The conditions referred to in section 13(1)(a) of the Act are as follows:
(a)the exemption from tax shall not apply —
(i)to any interest derived by a permanent establishment in Singapore;
(ii)if the issuer of the qualifying debt securities does not include in all offering documents a statement to the effect that where interest is derived from any qualifying debt securities issued during the period from 27th February 1999 to 31st December 2008 by any person who is not resident in Singapore and who carries on any operation in Singapore through a permanent establishment in Singapore, the tax exemption shall not apply if such person acquires such securities using funds from Singapore operations; or
[S 268/2009 wef 01/01/2009]
(iii)if the issuer of the qualifying debt securities, or such other person as the Comptroller may direct, has not furnished to the Comptroller a return on the debt securities within such period as the Comptroller may specify and such other particulars in connection with those securities as the Comptroller may require; and
[S 52/2006 wef 01/01/2005]
(b)[Deleted by S 52/2006 wef 01/01/2005]
(c)where the issuer of the qualifying debt securities is a person who is a resident of or a permanent establishment in Singapore and where such securities are issued to any person who is not a resident of Singapore (referred to in this sub-paragraph as the non-resident person) in connection with or for the purpose of enabling that non-resident person to issue securities (referred to in this sub-paragraph as the relevant securities), directly or indirectly, to investors, the exemption from tax shall apply only if —
(i)the relevant securities are qualifying debt securities;
(ii)the relevant securities contain restrictions against the acquisition of such relevant securities by any investor who is a resident of or a permanent establishment in Singapore; and
(iii)the relevant securities are not acquired by any investor using funds from its Singapore operations.
[S 350/2005 wef 10/04/2001]
[S 52/2006 wef 01/01/2005]
(d)[Deleted by S 52/2006 wef 01/01/2005]
(2)  For the purpose of paragraph (1)(a)(i), where interest on a qualifying debt security is derived —
(a)from funds managed —
(i)before 3rd May 2002, by an Asian Currency Unit of a financial institution or a fund manager approved under section 13C(a) of the Act in force immediately before 3rd May 2002 or section 43A of the Act; or
(ii)on or after 3rd May 2002, by a fund manager in Singapore, by a foreign investor as defined in the Income Tax (Income from Funds Managed for Foreign Investors) Regulations 2003 (G.N. No. S 640/2003);
(b)from funds managed by a headquarters company approved under section 43E of the Act, by its associated company outside Singapore approved under that section; or
(c)from funds managed by a Finance and Treasury Centre approved under section 43G of the Act, by its associated company outside Singapore approved under that section,
that Asian Currency Unit of the financial institution, fund manager, headquarters company or Finance and Treasury Centre shall not be regarded as a permanent establishment of the foreign investor or approved associated company (as the case may be) solely by virtue of its management of funds on behalf of the foreign investor or approved associated company.
Prescribed conditions for tax exemption on discount from qualifying debt securities
3A.—(1)  The conditions referred to in section 13(1)(aa) of the Act are as follows:
(a)the exemption from tax shall not apply —
(i)to any discount derived by a permanent establishment in Singapore;
[S 52/2006 wef 26/01/2006]
(ii)if the issuer of the qualifying debt securities does not include in all offering documents a statement to the effect that where any discount is derived from any qualifying debt securities which —
(A)mature within one year from the date of their issue; and
(B)are issued during the period from 27th February 2004 to 31st December 2008,
by any person who is not resident in Singapore and who carries on any operation in Singapore through a permanent establishment in Singapore, the tax exemption shall not apply if such person acquires such securities using funds from Singapore operations;or
(iii)if the issuer of the qualifying debt securities which mature within one year from the date of issue of the securities and are issued during the period from 27th February 2004 to 31st December 2008, or such other person as the Comptroller may direct, has not furnished to the Comptroller a return on the debt securities within such period as the Comptroller may specify and such other particulars in connection with those securities as the Comptroller may require; and
[S 52/2006 wef 26/01/2006]
[S 52/2006 wef 01/01/2005]
(b)[Deleted by S 52/2006 wef 01/01/2005]
(c)where the issuer of the qualifying debt securities is a person who is a resident of or a permanent establishment in Singapore and where such securities are issued to any person who is not a resident of Singapore (referred to in this sub-paragraph as the non-resident person) in connection with or for the purpose of enabling that non-resident person to issue securities (referred to in this sub-paragraph as the relevant securities), directly or indirectly, to investors, the exemption from tax shall apply only if —
(i)the relevant securities are qualifying debt securities;
(ii)the relevant securities contain restrictions against the acquisition of such relevant securities by any investor who is a resident of or a permanent establishment in Singapore; and
(iii)the relevant securities are not acquired by any investor using funds from its Singapore operations.
(2)  For the purpose of paragraph (1)(a)(i), where any discount from any qualifying debt securities is derived —
(a)from funds managed by a fund manager in Singapore, by a foreign investor as defined in the Income Tax (Income from Funds Managed for Foreign Investors) Regulations 2003 (G.N. No. S 640/2003);
(b)from funds managed by a headquarters company approved under section 43E of the Act, by its associated company outside Singapore approved under that section; or
(c)from funds managed by a Finance and Treasury Centre approved under section 43G of the Act, by its associated company outside Singapore approved under that section,
that fund manager, headquarters company or Finance and Treasury Centre shall not be regarded as a permanent establishment of the foreign investor or approved associated company (as the case may be) solely by virtue of its management of funds on behalf of the foreign investor or approved associated company.
Prescribed conditions for tax exemption on any amount payable from Islamic debt securities which are qualifying debt securities
3B.—(1)  The conditions referred to in section 13(1)(ab) of the Act are —
(a)the exemption from tax shall not apply —
(i)to any amount that is payable to a permanent establishment in Singapore from Islamic debt securities which are qualifying debt securities;
(ii)if the issuer of the Islamic debt securities which are qualifying debt securities, and issued during the period from 1st January 2005 to 31st December 2008, does not include in all offering documents a statement to the effect that the tax exemption shall not apply where any amount from those Islamic debt securities is payable to any person who is not resident in Singapore and who carries on any operation in Singapore through a permanent establishment in Singapore, if such person acquires such securities using funds from its Singapore operations; or
[S 268/2009 wef 01/01/2009]
(iii)if the issuer of the Islamic debt securities which are qualifying debt securities, and issued during the period from 1st January 2005 to 31st December 2008, or such other person as the Comptroller may direct, has not furnished to the Comptroller a return on the Islamic debt securities within such period as the Comptroller may specify and such other particulars in connection with those securities as the Comptroller may require; and
[S 268/2009 wef 01/01/2009]
(b)where the issuer of the Islamic debt securities which are qualifying debt securities, and issued during the period from 1st January 2005 to 31st December 2008, is a person who is a resident of or a permanent establishment in Singapore and where such securities are issued to a person who is not a resident of Singapore (referred to in this sub-paragraph as a non-resident person) in connection with or for the purpose of enabling that non-resident person to issue securities (referred to in this sub-paragraph as the relevant securities), directly or indirectly, to investors, the exemption from tax shall apply only if —
(i)the relevant securities are qualifying debt securities;
(ii)the relevant securities contain restrictions against the acquisition of such relevant securities by any investor who is a resident of or a permanent establishment in Singapore; and
(iii)the relevant securities are not acquired by any investor using funds from its Singapore operations.
(2)  For the purposes of paragraph (1)(a)(i) —
(a)where a fund manager has invested the funds of a foreign investor, as defined in the Income Tax (Income from Funds Managed for Foreign Investors) Regulations 2003 (G.N. No. S 640/2003) in the Islamic debt securities as part of the management of those funds on behalf of the foreign investor, and the amount from the Islamic debt securities is payable to the foreign investor through the fund manager;
(b)where a headquarters company approved under section 43E of the Act has invested the funds of its associated company outside Singapore approved under that section in the Islamic debt securities as part of the management of those funds on behalf of the associated company, and the amount from the Islamic debt securities is payable to the associated company through the headquarters company; or
(c)where a Finance and Treasury Centre approved under section 43G of the Act has invested the funds of its associated company outside Singapore approved under that section in the Islamic debt securities as part of the management of those funds on behalf of the associated company, and the amount from the Islamic debt securities is payable to the associated company through the Finance and Treasury Centre,
the fund manager, headquarters company or Finance and Treasury Centre shall not be regarded as a permanent establishment of the foreign investor or approved associated company (as the case may be) solely by virtue of its management of funds on behalf of the foreign investor or approved associated company.
Arrangements for qualifying debt securities
4.—(1)  The arrangements referred to in paragraph (b) of the definition of “qualifying debt securities” in section 13(16) of the Act are as follows:
(a)where the debt securities are issued during the period from 28th February 1998 to 9th May 1999 —
(i)the securities are substantially arranged by a financial institution in Singapore; and
(ii)at least half of the following functions in connection with the issue of the securities are performed by financial institutions in Singapore:
(A)securing the mandate;
(B)originating and structuring the debt issue;
(C)documentation and preparation of the offering circular;
(D)distribution of the issue of the securities;
(b)where the debt securities are issued during the period from 10th May 1999 to 31st December 2008 and where such securities are not issued under a programme —
(i)the lead manager is —
(A)in the case of an arrangement made before 1st January 2004, an approved bond intermediary;
(B)in the case of an arrangement made on or after 1st January 2004, a financial sector incentive (bond market) company; or
(ii)the staff of the financial institution arranging the issue who are based in Singapore have a leading and substantial role in originating and structuring the issue and its distribution;
(c)where the debt securities are issued during the period from 10th May 1999 to 31st December 2008 under a programme —
(i)the programme as a whole is arranged by an approved bond intermediary, the arrangement of which is completed on or before 31st December 2003;
(ii)the programme as a whole is arranged by an approved bond intermediary, the arrangement of which is not completed on or before 31st December 2003 by the approved bond intermediary and the arrangement is completed by a financial sector incentive (bond market) company; or
(iii)the programme as a whole is arranged by a financial sector incentive (bond market) company;
(d)where the debt securities are issued during the period from 10th May 1999 to 31st December 2008 by a new issuer who joins an existing programme which does not satisfy the requirement in sub-paragraph (c) —
(i)the participation of the new issuer in the programme is arranged by an approved bond intermediary, the arrangement of which is completed on or before 31st December 2003, and that programme as a whole was previously arranged by any approved bond intermediary or an affiliate of any approved bond intermediary, the arrangement of which is completed on or before 31st December 2003;
(ii)the participation of the new issuer in the programme is arranged by a financial sector incentive (bond market) company, and that programme as a whole was previously arranged by any approved bond intermediary or an affiliate of any approved bond intermediary, the arrangement of which is completed on or before 31st December 2003; or
(iii)the participation of the new issuer in the programme is arranged by a financial sector incentive (bond market) company, and that programme as a whole was previously arranged by a financial sector incentive (bond market) company or an affiliate of any financial sector incentive (bond market) company; and
(e)where the debt securities are issued during the period from 10th May 1999 to 31st December 2008 under a tranche of a programme which does not satisfy the requirement in sub-paragraph (c) or (d), the dealers for more than half of the debt securities issued under that tranche are —
(i)financial institutions in Singapore where their staff based in Singapore have a leading and substantial role in the distribution of the debt securities;
(ii)approved bond intermediaries; or
(iii)financial sector incentive (bond market) companies.
(1A)  The arrangements referred to in paragraph (c) of the definition of “qualifying debt securities” in section 13(16) of the Act are —
(a)where the Islamic debt securities are not issued under a programme —
(i)the lead manager is a financial sector incentive (bond market) company; or
(ii)the staff of the financial institution arranging the issue who are based in Singapore have a leading and substantial role in originating and structuring the issue and its distribution;
(b)where the Islamic debt securities are issued under a programme —
(i)the programme as a whole is arranged by an approved bond intermediary, the arrangement of which is completed on or before 31st December 2003;
(ii)the programme as a whole is arranged by an approved bond intermediary, the arrangement of which is not completed on or before 31st December 2003 by the approved bond intermediary and the arrangement is completed by a financial sector incentive (bond market) company; or
(iii)the programme as a whole is arranged by a financial sector incentive (bond market) company;
(c)where the Islamic debt securities are issued by a new issuer who joins an existing programme which does not satisfy the requirement in sub-paragraph (b) —
(i)the participation of the new issuer in the programme is arranged by a financial sector incentive (bond market) company, and that programme as a whole was previously arranged by any approved bond intermediary or an affiliate of any approved bond intermediary, the arrangement of which is completed on or before 31st December 2003; or
(ii)the participation of the new issuer in the programme is arranged by a financial sector incentive (bond market) company, and that programme as a whole was previously arranged by a financial sector incentive (bond market) company or an affiliate of any financial sector incentive (bond market) company; and
(d)where the Islamic debt securities are issued under a tranche of a programme which does not satisfy the requirement in sub-paragraph (b) or (c), the dealers for more than half of the Islamic debt securities issued under that tranche are —
(i)financial institutions in Singapore where their staff based in Singapore have a leading and substantial role in the distribution of the Islamic debt securities; or
(ii)financial sector incentive (bond market) companies.
(2)  For the purposes of paragraphs (1)(b)(ii) and (e) and (1A)(a)(ii) and (d), the Singapore-based staff of a financial institution (other than an approved bond intermediary or a financial sector incentive (bond market) company) arranging an issue of debt securities shall be deemed not to have a leading and substantial role in originating and structuring of the issue and its distribution if a major role in the origination, structuring or distribution of the issue was played by staff (whether of that financial institution, its affiliate or otherwise) based outside Singapore.
[S 350/2005 wef 03/12/2003]
[S 52/2006 wef 01/01/2005]
Waiver of withholding of tax in respect of interest paid to or discount derived by non-resident person
5.—(1)  The conditions referred to in sections 45(9) and 45A(2) of the Act are as follows:
(a)an issuer of any qualifying debt securities includes in all offering documents a statement to the effect that any person whose interest or discount derived from those securities is not exempt from tax shall include such interest or discount in a return of income made under the Act; and
(b)an issuer of any qualifying debt securities, or such other person as the Comptroller may direct, furnishes to the Comptroller a return on the debt securities within such period as the Comptroller may specify and such other particulars in connection with those securities as the Comptroller may require.
(2)  The conditions referred to in section 45A(2A) of the Act are —
(a)an issuer of any Islamic debt securities which are qualifying debt securities, and issued during the period from 1st January 2005 to 31st December 2008, includes in all offering documents a statement to the effect that any person to whom an amount from those Islamic debt securities is payable shall, where such amount is not exempt from tax, include such amount in a return of income made under the Act;
[S 268/2009 wef 01/01/2009]
(b)an issuer of any Islamic debt securities which are qualifying debt securities, and issued during the period from 1st January 2005 to 31st December 2008, or such other person as the Comptroller may direct, furnishes to the Comptroller —
(i)a return on the debt securities within such period as the Comptroller may specify; and
(ii)such other particulars in connection with those Islamic debt securities as the Comptroller may require.
[G.N. No. S 212/2001]
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