PART II AUTHORISATION AND RECOGNITION OF
COLLECTIVE INVESTMENT SCHEMES,
APPROVAL OF TRUSTEES AND
REQUIREMENTS FOR APPROVED TRUSTEES |
[S 170/2020 wef 16/03/2020] | Division 1 — Approval Criteria for Trustees |
| Approval criteria for trustees |
5.—(1) For the purposes of section 289 of the Act, the Authority may approve a public company as an approved trustee if the Authority is satisfied that —| (a) | the public company has —| (i) | a paid-up capital of not less than $1 million; | | (ii) | shareholders’ funds of not less than $1 million; | | (iii) | a sound financial position; and | | (iv) | a sufficient number of qualified personnel with experience in performing the duties of an approved trustee or other relevant experience, having regard to the nature and extent of the activities which the public company carries on or will carry on; |
| | (b) | the public company is a fit and proper person; | | (c) | each officer of the public company is a fit and proper person; and | | (d) | the public company has, if so required by the Authority —| (i) | obtained professional indemnity insurance for such amount and on such terms as may be specified by the Authority by notice in writing; or | | (ii) | provided the Authority with a performance bond, guarantee or any similar instrument (by whatever name called) from its holding company, if any, for such amount and on such terms as may be specified by the Authority by notice in writing. |
|
(2) In determining whether a public company is a fit and proper person for the purposes of paragraph (1)(b), the Authority may take into account any matter it deems fit, including matters relating to —| (a) | any person who is or will be employed by or associated with the public company; | | (b) | any person whom the Authority considers to be exercising influence over the public company; and | | (c) | any person whom the Authority considers to be exercising influence over a related corporation of the public company. |
|
(3) In paragraph (1) —| “officer”, in relation to a public company, means any director or secretary of the public company or any person employed in an executive capacity by the public company; |
“personnel”, in relation to a public company, means —| (a) | any person, including any director, employed in an executive or managerial capacity by the public company; or | | (b) | any other person who carries out executive or managerial duties for the public company. |
|
|
|
| Division 2 — Requirements for Approved Trustees |
| Forms for approved trustees |
5A.—(1) For the purposes of section 289(1) of the Act, the application for approval of a public company to act as a trustee for a collective investment scheme shall be submitted to the Authority using Form 3.| (2) Where there is any change in any particular submitted to the Authority by way of Form 3, the applicant shall notify the Authority in writing of such change within 14 days after such change. [S 494/2014 wef 29/07/2014] |
|
| Annual fees for approved trustees |
| 6. Every approved trustee shall pay to the Authority the annual fee specified in item 4 of the First Schedule. |
| Operational requirements for approved trustees |
7.—(1) An approved trustee shall, in respect of a collective investment scheme for which it acts as trustee —| (a) | where the approved trustee becomes aware that the manager for the scheme has contravened any legal or regulatory requirement applicable to the manager in relation to the scheme, inform the Authority of the contravention no later than 3 business days after the approved trustee becomes aware of the contravention; | | (b) | take into custody or control all the property of the scheme and hold the property on trust for the participants; | | (c) | ensure that all the property of the scheme is properly accounted for; | | (d) | ensure that the property of the scheme is kept distinct from its own property and the property of its other clients; | | (e) | keep and maintain, or cause to be kept and maintained, a register of the participants in the scheme; | | (f) | make the register available for inspection during its business hours, free of charge, to the manager for the scheme or any participant in the scheme; and | | (g) | where that register is not in the language of the prospectus, make available for inspection during its business hours an accurate translation of the register in the language of the prospectus, free of charge, to the manager for the scheme or any participant in the scheme, unless the manager or the participant, as the case may be, has consented to the register being made available to him for inspection in a language other than the language of the prospectus. |
(2) The register referred to in paragraph (1)(e) shall contain, in respect of each participant or person who has ceased to be a participant, in the scheme —| (a) | his name and address; | | (b) | the extent of his holding; | | (c) | the date on which his name was entered in the register as a participant; and | | (d) | if applicable, the date on which he ceases or ceased to be a participant. |
|
| (3) Any person who contravenes paragraph (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $50,000. |
| (4) Section 333(1) of the Act shall not apply to any offence under paragraph (3). |
|
Division 2A — Requirements for custodians of
non-umbrella VCCs or sub-funds of umbrella VCCs |
| Operational requirements for custodian of non-umbrella VCC |
7A.—(1) An approved trustee that is a custodian of a collective investment scheme constituted as a non-umbrella VCC must —| (a) | if, in the course of discharging the functions or duties of such custodian, it becomes aware that the non-umbrella VCC or its manager has contravened, in relation to the scheme, any legal or regulatory requirement applicable to the non-umbrella VCC or the manager, inform the Authority of the contravention no later than 3 business days after it becomes so aware; | | (b) | ensure the safekeeping of all the property of the non-umbrella VCC in the following ways:| (i) | in a case where any property of the non-umbrella VCC is capable of being held in custody by the approved trustee as custodian — hold the property, including by means of taking delivery of the property or the documents of title in respect of the property; | | (ii) | in any case — take appropriate measures to satisfy itself that each property purportedly owned by the non-umbrella VCC is in fact the property of the non-umbrella VCC, and record the measures taken; |
| | (c) | maintain proper and up-to-date records of all the property of the non-umbrella VCC, and perform regular reconciliation of the records; and | | (d) | ensure that the property (including the documents of title in respect of the property) of the non-umbrella VCC is kept distinct from —| (i) | that of the approved trustee; | | (ii) | that of the manager of the non-umbrella VCC; and | | (iii) | that held by the approved trustee on behalf of any other person. |
|
| (2) Despite paragraph (1)(d)(iii) but subject to paragraph (1)(c), where the approved trustee maintains a custody account in which it deposits any property that it holds on behalf of any other person, the property of the non-umbrella VCC may be deposited in the custody account together with such other property. [S 170/2020 wef 16/03/2020] |
|
| Operational requirements for custodian of sub-fund of umbrella VCC |
7B.—(1) An approved trustee that is a custodian of a collective investment scheme constituted as a sub-fund of an umbrella VCC must —| (a) | if, in the course of discharging the functions or duties of such custodian, it becomes aware that the umbrella VCC or its manager has contravened, in relation to the scheme, any legal or regulatory requirement applicable to the umbrella VCC or the manager, inform the Authority of the contravention no later than 3 business days after it becomes so aware; | | (b) | ensure the safekeeping of all the property of the umbrella VCC held on account of the sub-fund (called in this regulation the sub-fund’s property) in the following ways:| (i) | in a case where any sub-fund’s property is capable of being held in custody by the approved trustee as custodian — hold the property, including by means of taking delivery of the property or the documents of title in respect of the property; | | (ii) | in any case — take appropriate measures to satisfy itself that each property purportedly a sub-fund’s property is in fact the sub-fund’s property, and record the measures taken; |
| | (c) | maintain proper and up-to-date records of all the sub-fund’s property, and perform regular reconciliation of the records; and | | (d) | ensure that the sub-fund’s property (including the documents of title in respect of the property) is kept distinct from —| (i) | that of the umbrella VCC that is not held on account of the sub-fund; | | (ii) | that of the approved trustee; | | (iii) | that of the manager of the umbrella VCC; and | | (iv) | that held by the approved trustee on behalf of any person. |
|
(2) Despite paragraph (1)(d)(i) and (iv) but subject to paragraph (1)(c), where the approved trustee maintains a custody account in which it deposits —| (a) | any property that it holds on behalf of any person; or | | (b) | any property of the umbrella VCC that is not held on account of the sub-fund, |
| the sub-fund’s property may be deposited in the custody account together with such other property. |
[S 170/2020 wef 16/03/2020] |
|
| Division 3 — Trust Deed Requirements |
| Covenants to be included in trust deeds |
8.—(1) For the purposes of section 286(2)(c) of the Act, the Authority may authorise a collective investment scheme constituted in Singapore as a unit trust if the trust deed —| (a) | subject to paragraph (4), contains the covenants referred to in paragraph (2); and | | (b) | includes the provisions referred to in regulation 9. |
(2) The trust deed referred to in paragraph (1) shall contain covenants —| (a) | binding the manager for the scheme —| (i) | to use its best endeavours —| (A) | to carry on and conduct its business in a proper and efficient manner; and | | (B) | to ensure that the scheme is carried on and conducted in a proper and efficient manner; |
| | (ii) | to pay to the trustee for the scheme within 5 business days after the receipt by the manager of any money that, under the trust deed, is payable by the manager to the trustee; | | (iii) | to issue, redeem or repurchase units in the scheme at a price based on the net asset value of the scheme or otherwise, in accordance with the Code on Collective Investment Schemes; | | (iv) | at the request of a participant in the scheme, to purchase from the participant units which the participant has subscribed for or acquired, except in the circumstances specified in paragraph (4); | | (v) | to keep or cause to be kept such books as will sufficiently explain the transactions and financial position of the scheme and enable true and fair accounts to be prepared from time to time; | | (vi) | to keep or cause to be kept the books referred to in sub-paragraph (v) in such manner as will enable them to be conveniently and properly audited; and | | (vii) | to prepare or cause to be prepared —| (A) | semi-annual accounts and annual accounts relating to the scheme in the language of the prospectus; and | | (B) | semi-annual reports and annual reports relating to the scheme in the language of the prospectus, |
| in accordance with the Code on Collective Investment Schemes; |
|
| | (b) | binding the trustee for the scheme —| (i) | to exercise all due diligence and vigilance in carrying out its functions and duties and in safeguarding the rights and interests of the participants in the scheme; | | (ii) | to cause the annual accounts relating to the scheme to be audited at the end of each financial year by an auditor, other than in such cases as may be specified by the Authority in the Code on Collective Investment Schemes, and to ensure that the report of the auditor is prepared in the language of the prospectus; and | | (iii) | to send or cause to be sent to the participants —| (A) | the semi-annual accounts and annual accounts relating to the scheme; | | (B) | the report of the auditor on the annual accounts; and | | (C) | the semi-annual report and annual report relating to the scheme, |
| in accordance with the Code on Collective Investment Schemes; and |
|
| | (c) | binding the manager for the scheme, to the same extent as if the trustee for the scheme were a director of the manager —| (i) | to make available for inspection within a reasonable time to the trustee, or any auditor appointed by the trustee, the books of the manager relating to the scheme whether these books are kept at the registered office of the manager or elsewhere; and | | (ii) | to give within a reasonable time to the trustee, or any auditor appointed by the trustee, such oral or written information as the trustee or auditor requires with respect to the scheme. |
|
|
| (3) In this regulation, “accounts” has the same meaning as in section 4(1) of the Companies Act 1967. [S 638/2024 wef 31/12/2021] |
(4) The trust deed of a collective investment scheme constituted in Singapore as a unit trust may exclude the covenant referred to in paragraph (2)(a)(iv) if —| (a) | the scheme is an arrangement —| (i) | under which units that are issued are exclusively or primarily non-redeemable at the election of the holder of the units; and | | (ii) | that is mentioned in paragraph (a), (aa) or (b) of the definition of “closed-end fund” in section 2(1) of the Act; [S 170/2020 wef 16/03/2020] |
| | (b) | in the case of a scheme where the offer of units is an offer for which a prospectus is required, the units in the scheme are listed for quotation on an approved exchange within 30 days after the prospectus in respect of the offer is registered by the Authority; [S 669/2018 wef 08/10/2018] | | (c) | the advertising and marketing materials (including the prospectus referred to in sub-paragraph (b)) in relation to the scheme contain —| (i) | a statement to the effect that, for so long as the units in the scheme are listed for quotation on an approved exchange, the participants in the scheme shall have no right to request the manager for the scheme to redeem or purchase their units in the scheme; and [S 669/2018 wef 08/10/2018] | | (ii) | a warning to prospective investors that the listing for quotation of the units in the scheme on an approved exchange does not guarantee a liquid market for those units; and [S 669/2018 wef 08/10/2018] |
| | (d) | the trust deed contains a covenant binding on the responsible person for the scheme that if at any time the units in the scheme —| (i) | are suspended from trading for at least 60 calendar days on all approved exchanges on which the units have been listed for quotation; or [S 669/2018 wef 08/10/2018] [S 170/2020 wef 16/03/2020] | | (ii) | cease to be listed for quotation on all approved exchanges on which the units have been listed for quotation, |
| the responsible person shall offer to purchase from the participants in the scheme the units in the scheme in accordance with the provisions of the trust deed and the requirements set out in the Second Schedule. |
[S 170/2020 wef 16/03/2020] [S 669/2018 wef 08/10/2018] |
|
|
| Other particulars to be included in trust deeds |
9. The trust deed referred to in regulation 8(1) shall include —| (a) | provisions relating to such particulars as are sufficient to disclose the structure of the scheme, the nature of the units in the scheme, the investment objectives of the scheme and the types of authorised investments and investment restrictions applicable to the scheme, including those that are applicable by virtue of the Code on Collective Investment Schemes; | | (b) | except where no property is to be vested in the trustee for the scheme, provisions creating a trust, or containing a declaration of trust, and setting out full particulars of the trust, including precise information as to the circumstances in which the money, securities, securities-based derivatives, units in a collective investment scheme, investments and other property subject to the trust are or will be vested in the trustee, and the duties and obligations of the trustee towards the participants in the scheme; [S 669/2018 wef 08/10/2018] | | (c) | provisions for and specifying full particulars with respect to —| (i) | the retirement, removal and replacement of the trustee for the scheme; | | (ii) | the retirement, removal and replacement of the manager for the scheme; | | (iii) | the appointment, retirement, removal and replacement of the auditor of the accounts relating to the scheme; and | | (iv) | the duration, if ascertainable, of the scheme or, if the duration is not ascertainable, a statement of that fact; |
| | (d) | where the scheme invests in property that tends to depreciate in value through use or effluxion of time, provisions regarding particulars of the provision made or to be made for the replacement of that property and the source or sources from which the replacement is to be made or from which the cost of the replacement is to be met or, if no provision is or is to be made, a statement of that fact; | | (e) | provisions specifying full particulars of —| (i) | the method of determining the price at which a unit in the scheme may be sold by the manager for the scheme; | | (ii) | the circumstances in which the manager for the scheme or any other person may be required to purchase from a participant in the scheme any unit subscribed for or acquired by the participant and the method of determining the price at which the unit is to be purchased; | | (iii) | the method of valuation of investments comprised in the scheme and the time of day when valuation is to be made; | | (iv) | the circumstances in which, and methods by which, all or any of the investments or other property comprising or forming part of the scheme may be varied; | | (v) | the conditions governing the transfer of units in the scheme; | | (vi) | the conditions governing the distribution of income to the participants; | | (vii) | the remuneration of the trustee for the scheme and of the manager for the scheme and the manner in which that remuneration is provided; and | | (viii) | any other fees or charges payable by the scheme or participants; |
| | (f) | provisions requiring the prior approval of the trustee for any changes to the particulars to which sub-paragraph (e)(i), (ii) or (iii) relate, and requiring the trustee to determine if the participants should be informed of such changes; | | (g) | provisions relating to the convening of meetings of the participants; | | (h) | provisions incorporating, whether by way of annex or otherwise, the terms and form of any agreement which the trust deed requires, or confers a right on, the participants to enter into in connection with the scheme; | | (i) | provisions relating to details of the scheme’s borrowing limit and borrowing powers, including stock borrowings; | | (j) | provisions specifying the party to whom interest on monies held by the manager for the scheme pending payment to the approved trustee should accrue; | | (k) | where applicable, provisions regarding a regular savings plan incorporated into the scheme or enabling such a plan to be incorporated; and | | (l) | where the trust deed is capable of modification, provisions relating to the modification of the trust deed. |
|
| Penalty for breach of covenant |
10.—(1) Where a collective investment scheme is authorised under section 286(1) of the Act, any person who fails to comply with any covenant referred to in regulation 8(2)(a) or (b) which is included in the trust deed of the collective investment scheme, shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $50,000.| (2) Section 333(1) of the Act shall not apply to any offence under paragraph (1). |
|
Division 3A — Requirements of constitution or
contractual arrangements in respect of
collective investment scheme constituted as
non-umbrella VCC or sub-fund of umbrella VCC |
| Provisions to be included in constitution where collective investment scheme is constituted as non-umbrella VCC |
10AA.—(1) Where a collective investment scheme (called in this regulation the scheme) is constituted as a non-umbrella VCC, the prescribed requirements in relation to the constitution of the non-umbrella VCC under section 286(2A)(c) of the Act are that the constitution must —| (a) | subject to paragraph (3), contain the provisions set out in paragraph (2); and | | (b) | contain the additional provisions set out in paragraph (4). |
(2) For the purposes of paragraph (1)(a), the constitution must contain provisions that bind the non-umbrella VCC —| (a) | to issue, redeem or repurchase units in the scheme at a price equal to the proportion of the net asset value of the non-umbrella VCC represented by each unit, in accordance with the Code on Collective Investment Schemes, after adding or subtracting (as the case may be) any fees and charges in accordance with the constitution; | | (b) | at the request of a participant of the scheme, to purchase from the participant units in the scheme that the participant has subscribed for or acquired; | | (c) | to prepare or cause to be prepared —| (i) | semi-annual accounts and annual accounts relating to the scheme in the language of the prospectus; and | | (ii) | semi-annual reports and annual reports relating to the scheme in the language of the prospectus, |
| in accordance with the Code on Collective Investment Schemes; and |
| | (d) | to entrust all the property of the scheme to an approved trustee that is the custodian of the scheme for safekeeping in accordance with the requirements mentioned in regulation 7A(1). |
|
(3) The constitution of the non-umbrella VCC may exclude the provision mentioned in paragraph (2)(b) if —| (a) | the scheme is an arrangement —| (i) | under which units that are issued are exclusively or primarily non-redeemable at the election of the holders of the units; and | | (ii) | that is mentioned in paragraph (aa) or (b) of the definition of “closed-end fund” in section 2(1) of the Act; |
| | (b) | the units of the scheme the offer of which requires a prospectus are listed for quotation on an approved exchange within 30 days after the prospectus is registered by the Authority; | | (c) | the advertising and marketing materials (including the prospectus mentioned in sub-paragraph (b)) in relation to the scheme contain the following:| (i) | a statement to the effect that a participant in the scheme has no right to request the non-umbrella VCC to redeem or purchase any of the participant’s units in the scheme for the period in which the units in the scheme are listed for quotation on an approved exchange; | | (ii) | a warning to any prospective investor that the listing for quotation of the units in the scheme on an approved exchange does not guarantee a liquid market for the units; and |
| | (d) | the constitution contains provisions that bind the responsible person for the scheme to offer to purchase the participants’ units in the scheme, in accordance with the provisions of the constitution and the requirements set out in the Second Schedule, if the units in the scheme —| (i) | are suspended from trading for at least 60 calendar days on all approved exchanges on which the units have been listed for quotation; or | | (ii) | cease to be listed for quotation on all approved exchanges on which the units have been listed for quotation. |
|
|
(4) The provisions mentioned in paragraph (1)(b) are —| (a) | provisions setting out the following particulars:| (i) | the structure of the scheme; | | (ii) | the nature of the units in the scheme; | | (iii) | the investment objectives of the scheme; | | (iv) | the types of authorised investments and investment restrictions applicable to the scheme, including those that are applicable by virtue of the Code on Collective Investment Schemes; |
| | (b) | provisions setting out the precise information as to the circumstances in which the money, securities, securities-based derivatives, units in a collective investment scheme, investments and other property attributable to the scheme are or are to be vested in the custodian; | | (c) | provisions for and specifying full particulars with respect to —| (i) | the retirement, removal and replacement of a director of the non-umbrella VCC; | | (ii) | the retirement, removal and replacement of the manager of the non-umbrella VCC; | | (iii) | the retirement, removal and replacement of the custodian of the non-umbrella VCC; and | | (iv) | the duration (if ascertainable) of the scheme or, if the duration is not ascertainable, a statement of that fact; |
| | (d) | where the scheme invests in property that tends to depreciate in value through use or effluxion of time and —| (i) | if provision is made or to be made for the replacement of the property — provisions regarding particulars of such provision and each source from which the replacement is to be made or the cost of the replacement is to be met; or | | (ii) | if no provision is made or is to be made — a statement of that fact; |
| | (e) | provisions specifying full particulars of —| (i) | the method of determining the price at which a unit in the scheme issued by the non-umbrella VCC may be sold by its manager; | | (ii) | the circumstances in which the non-umbrella VCC or any other person may be required to purchase from a participant of the scheme any unit subscribed for or acquired by the participant; | | (iii) | the method of valuation of any investment comprised in the scheme and the time of day when valuation is to be made; | | (iv) | the circumstances in which, and the methods by which, all or any of the investments or other property comprising or forming part of the scheme may be varied; | | (v) | the conditions governing the transfer of units in the scheme; | | (vi) | the conditions governing the distribution of income to the participants of the scheme; and | | (vii) | any fees or charges payable by the scheme or participants of the scheme; |
| | (f) | provisions requiring the prior approval of the directors of the non-umbrella VCC for any change to the particulars to which sub-paragraph (e)(i), (ii) and (iii) relates, and requiring the directors to determine if the participants of the scheme should be informed of such changes; | | (g) | provisions relating to the convening of meetings of the participants of the scheme; | | (h) | provisions incorporating, whether by way of annex or otherwise, the terms and form of any agreement which the non-umbrella VCC requires, or confers a right on, the participants of the scheme to enter into in connection with the scheme; | | (i) | provisions relating to details of the scheme’s borrowing limits and borrowing powers, including stock borrowings; | | (j) | provisions specifying the party to whom interest on monies held by the manager or custodian of the scheme pending payment to the non-umbrella VCC should accrue; | | (k) | where applicable, provisions regarding a regular savings plan incorporated into the scheme or enabling such a plan to be incorporated; and | | (l) | where the constitution is capable of modification, provisions relating to the modification of the constitution. |
|
| (5) In this regulation, “accounts” has the meaning given by section 2(1) of the Variable Capital Companies Act 2018. [S 170/2020 wef 16/03/2020] [S 638/2024 wef 31/12/2021] |
|
| Provisions to be included in constitution where collective investment scheme is constituted as sub-fund of umbrella VCC |
10AB.—(1) Where a collective investment scheme (called in this regulation the scheme) is constituted as a sub-fund of an umbrella VCC, the prescribed requirements in relation to the constitution of the umbrella VCC in respect of that scheme under section 286(2A)(c) of the Act are that the constitution must —| (a) | subject to paragraph (3), contain the provisions set out in paragraph (2); and | | (b) | contain the provisions set out in regulation 10AA(4), subject to the following modifications:| (i) | a reference in a provision to the collective investment scheme constituted as a non-umbrella VCC is to the scheme; | | (ii) | a reference in a provision to the non-umbrella VCC is to an umbrella VCC; | | (iii) | a reference in a provision to a unit is to a unit of the scheme; | | (iv) | a reference in a provision to an investment by a scheme is to an investment by the umbrella VCC on account of the scheme; | | (v) | a reference in a provision to the borrowing limits and borrowing powers of a scheme is to the borrowing limits and borrowing powers of the umbrella VCC on account of the scheme. |
|
(2) For the purposes of paragraph (1)(a), the constitution must contain provisions that bind the umbrella VCC —| (a) | to issue, redeem or repurchase units in the scheme at a price equal to the proportion of the net asset value of the sub-fund represented by each unit, in accordance with the Code on Collective Investment Schemes, after adding or subtracting (as the case may be) any fees and charges in accordance with the constitution; | | (b) | at the request of a participant of the scheme, to purchase from the participant units in the scheme that the participant has subscribed for or acquired; | | (c) | to prepare or cause to be prepared —| (i) | semi-annual accounts and annual accounts relating to the scheme in the language of the prospectus; and | | (ii) | semi-annual reports and annual reports relating to the scheme in the language of the prospectus, |
| in accordance with the Code on Collective Investment Schemes; and |
| | (d) | to entrust all the property of the scheme to an approved trustee that is the custodian of the scheme for safekeeping in accordance with the requirements mentioned in regulation 7B(1). |
|
(3) The constitution of the umbrella VCC may exclude the provision mentioned in paragraph (2)(b) if —| (a) | the scheme is an arrangement —| (i) | under which units that are issued are exclusively or primarily non-redeemable at the election of the holders of the units; and | | (ii) | that is mentioned in paragraph (aa) or (b) of the definition of “closed-end fund” in section 2(1) of the Act; |
| | (b) | the units of the scheme the offer of which requires a prospectus are listed for quotation on an approved exchange within 30 days after the prospectus is registered by the Authority; | | (c) | the advertising and marketing materials (including the prospectus mentioned in sub-paragraph (b)) in relation to the scheme contain the following:| (i) | a statement to the effect that a participant in the scheme has no right to request the umbrella VCC to redeem or purchase, on account of the scheme, any of the participant’s units in the scheme for the period in which the units in the scheme are listed for quotation on an approved exchange; | | (ii) | a warning to any prospective investor that the listing for quotation of the units in the scheme on an approved exchange does not guarantee a liquid market for the units; and |
| | (d) | the constitution contains provisions that bind the responsible person for the scheme to offer to purchase the participants’ units in the scheme, in accordance with the provisions of the constitution and the requirements set out in the Second Schedule, if the units in the scheme —| (i) | are suspended from trading for at least 60 calendar days on all approved exchanges on which the units are listed for quotation; or | | (ii) | cease to be listed for quotation on all approved exchanges. |
|
|
| (4) In this regulation, “accounts” has the meaning given by section 2(1) of the Variable Capital Companies Act 2018. [S 170/2020 wef 16/03/2020] |
|
| Prescribed requirements for contractual arrangements where collective investment scheme is constituted as non-umbrella VCC |
10AC. Where a collective investment scheme (called in this regulation the scheme) is constituted as a non-umbrella VCC, the prescribed requirements in relation to the contractual arrangements in respect of the scheme for the purposes of section 286(2A)(c) of the Act are that —| (a) | the contractual arrangement between the non-umbrella VCC and its directors contains provisions that bind the directors to exercise all due diligence and vigilance in carrying out the directors’ functions and duties in respect of the scheme and in safeguarding the rights and interests of the participants of the scheme; | | (b) | the contractual arrangement between the non-umbrella VCC and its manager contains provisions that —| (i) | bind the manager to use the manager’s best endeavours to —| (A) | carry on and conduct the business of the non-umbrella VCC in a proper and efficient manner; and | | (B) | ensure that the scheme is carried on and conducted in a proper and efficient manner; |
| | (ii) | bind the manager to pay to the non-umbrella VCC within 5 business days after the receipt by the manager of any money that, under the constitution or the contractual arrangement, is payable by the manager; | | (iii) | specify full particulars with respect to the retirement, removal and replacement of the manager; | | (iv) | specify full particulars of the remuneration of the manager and the manner in which the remuneration is to be paid; and | | (v) | specify the party to whom interest on monies held by the manager pending payment to the non-umbrella VCC is to accrue; and |
| | (c) | the contractual arrangement between the non-umbrella VCC and the custodian of the scheme must contain provisions that —| (i) | set out the duties of the custodian to the participants of the scheme, and information as to the circumstances in which the money, securities, securities-based derivatives, units in a collective investment scheme, investments and other property attributable to the scheme are or are to be vested in the custodian; | | (ii) | bind the custodian to pay to the non-umbrella VCC within 5 business days after the receipt by the custodian of any money that, under the constitution or the contractual arrangement, is payable by the custodian to the non-umbrella VCC; | | (iii) | specify full particulars with respect to the retirement, removal and replacement of the custodian; and | | (iv) | specify full particulars of the remuneration of the custodian and the manner in which the remuneration is to be paid. [S 170/2020 wef 16/03/2020] |
|
|
| Prescribed requirements for contractual arrangements where collective investment scheme is constituted as sub-fund of umbrella VCC |
10AD. Where a collective investment scheme (called in this regulation the scheme) is constituted as a sub-fund of an umbrella VCC, the prescribed requirements in relation to the contractual arrangements in respect of the scheme for the purposes of section 286(2A)(c) of the Act are that —| (a) | the contractual arrangements between the umbrella VCC and its directors must contain provisions that bind the directors to exercise all due diligence and vigilance in carrying out the directors’ functions and duties in respect of the scheme and in safeguarding the rights and interests of the participants of the scheme; | | (b) | the contractual arrangement between the umbrella VCC and its manager must contain the provisions mentioned in regulation 10AC(b)(i), (ii), (iii), (iv) and (v), modified in the following manner:| (i) | a reference to the non-umbrella VCC is to the umbrella VCC; | | (ii) | a reference in regulation 10AC(b)(i)(A) to the business of the non-umbrella VCC is to the business of the umbrella VCC for the purpose of the scheme; | | (iii) | a reference in regulation 10AC(b)(i)(B) to the collective investment scheme constituted as a non-umbrella VCC is to the scheme; and |
| | (c) | the contractual arrangement between the umbrella VCC and the custodian of the scheme must contain the provisions mentioned in regulation 10AC(c)(i), (ii), (iii) and (iv), modified in the following manner:| (i) | a reference to the non-umbrella VCC is to the umbrella VCC; | | (ii) | a reference to the collective investment scheme constituted as a non-umbrella VCC is to the scheme. [S 170/2020 wef 16/03/2020] |
|
|
| Division 4 — Application for Authorisation and Recognition of Collective Investment Schemes |
| Forms for authorisation and recognition, etc. |
10A.—(1) An application to the Authority for authorisation of a collective investment scheme under section 286(1) of the Act shall be made in Form 1.| (2) Where there is any change in any particular submitted to the Authority by way of Form 1 in relation to any collective investment scheme authorised under section 286 of the Act, the responsible person for the collective investment scheme shall notify the Authority of the matter using Form 1-A. |
| (3) An application to the Authority by the responsible person for a collective investment scheme authorised under section 286 of the Act to withdraw the authorisation of the collective investment scheme under section 288(7) of the Act, shall be made in Form 1-A. |
| (4) A notice to the Authority by the responsible person for a collective investment scheme authorised under section 286 of the Act of a proposed winding up of the collective investment scheme under section 295(1) of the Act, shall be given in Form 1-A. |
| (5) An application to the Authority for recognition of a collective investment scheme constituted outside Singapore under section 287(1) of the Act shall be made in Form 2. |
| (6) Where there is any change in any particular submitted to the Authority by way of Form 2 in relation to any collective investment scheme recognised under section 287 of the Act, the responsible person for the collective investment scheme shall notify the Authority of the matter using Form 2-A. |
| (7) An application to the Authority by the responsible person for a collective investment scheme recognised under section 287 of the Act to withdraw the recognition of the collective investment scheme under section 288(7) of the Act, shall be made in Form 2-A. |
| (8) A notice to the Authority by the responsible person for a collective investment scheme recognised under section 287 of the Act of a proposed winding up of the collective investment scheme under section 295(1) of the Act, shall be given in Form 2-A. [S 494/2014 wef 29/07/2014] |
|
10B. For the purposes of section 287(2)(b) of the Act, the criteria prescribed by which the Authority may have regard to in determining whether to recognise a collective investment scheme is whether the following, collectively or individually, afford to investors in Singapore protection at least equivalent to that provided to them under comparable authorised schemes under Division 2 of Part 13 of the Act: | (a) | the investment policy of the scheme; | | (b) | the provisions contained in the trust deed or the constituent documents of the scheme; | | (c) | the roles, responsibilities and powers of the trustee or a person in an equivalent capacity, as set out in the trust deed or the constituent documents of the scheme; | | (d) | the laws and practices of the jurisdiction under which the scheme is constituted. [S 669/2018 wef 08/10/2018] |
[S 638/2024 wef 31/12/2021] |
|
