Singapore: Second reading of the Financial Institutions (Miscellaneous Amendments) Bill

In brief

On 7 March 2024, the Financial Institutions (Miscellaneous Amendments) Bill ("FIMA Bill") was read for the second time in the Singapore Parliament. Broadly, the FIMA Bill seeks to reinforce the Monetary Authority of Singapore's (MAS) mandate over Singapore's financial sector through the following:

  • Harmonising and enhancing MAS' investigative powers across six Acts, namely the Financial Advisers Act 2001 (FAA), the Financial Services and Markets Act 2022, the Insurance Act 1966, the Payment Services Act 2019, the Securities and Futures Act 2001 (SFA) and the Trust Companies Act 2005 (TCA), (collectively, "MAS-Administered Acts"), where MAS will be granted broader authority to procure evidence and facilitate the transfer of evidence between it and other law enforcement agencies, among other things
  • Augmenting MAS' regulatory purview over financial institutions (FIs) operating specifically in the capital markets sector.

Contents

Key amendments

We summarise the key amendments under the FIMA Bill in the table below.

Enhancing MAS' general investigative capabilities

Under the FIMA Bill, investigation powers that were previously outlined across the six MAS-Administered Acts independently will be enhanced and aligned. This includes:

  1. Expanding evidence-gathering tools that grant MAS the power to require persons to appear before an MAS officer for examination and statement-recording for investigations under all MAS-Administered Acts. Presently, such powers only exist under the SFA and FAA;
  2. Expanding MAS' powers of access to premises without a warrant. Currently, the SFA and FAA require MAS to first issue an order to a suspect to produce information and show non-compliance with such order before MAS is allowed to enter the suspect's premises without a warrant. The FIMA Bill will remove such requirement, so that MAS can enter a suspect's premises without warning, thereby reducing the risk of evidence-tampering. While this will not confer MAS unfettered rights to search the premises and seize evidence, MAS can order any person on the premises to produce information, or state where such information can be found. Similar mechanisms will also be extended to the other MAS-Administered Acts.
  3. Providing MAS an avenue to search premises and seize evidence under all MAS-Administered Acts by obtaining a court warrant. Presently, this only exists in the SFA, FAA and TCA.

The FIMA Bill will also enhance the transfer of evidence mechanisms under the MAS-Administered Acts to facilitate the exchange of information between MAS and other law enforcement agencies. This includes:

  1. Expanding the existing provisions in the SFA and FAA to allow evidence gathered by MAS to be transferred to the police or the public prosecutor, for criminal investigations or proceedings for any offence under any MAS-Administered Act;
  2. Extending provisions to empower the police or other law enforcement agencies to transfer evidence to MAS, for taking regulatory actions in respect of any misconduct under any MAS-Administered Act where such transfer is in the public interest. Presently, such transfers to MAS are limited to civil penalty investigations or actions for market misconduct offences under the SFA.
Enhancing MAS' powers in the capital markets sector

The FIMA Bill will empower MAS to regulate FIs in the capital markets sector more effectively through enhanced supervisory powers. This pertains to amendments specific to three Acts, namely the SFA, FAA and TCA, including the following:

  1. Expanding MAS' powers to issue legally binding directions to capital markets services licence holders ("CMSL Holders") (and their representatives) in respect of their unregulated businesses, to mitigate risks posed to their regulated businesses;
  2. Introducing requirements for effective controllers, chief executive officers and directors of locally-incorporated recognised market operators and recognised clearing houses, and approved trustees to be approved by MAS prior to take-over or appointment (as the case may be);
  3. Harmonising grounds for removal of directors or key management officers into a single ground of not being "fit and proper". Certain factors that MAS may consider in its assessment are also set out in the FIMA Bill;
  4. Making clear MAS' policy intent that MAS' approval need only be sought before a person obtains control of a CMSL Holder or licensed financial advisers, and not before early stages of negotiations for the acquisition;
  5. Introducing the requirement for approved exchanges, approved clearing houses, approved holding companies and licensed trade repositories to obtain MAS' approval for the appointment of their external auditors on an annual basis. Powers to direct these entities to remove or replace their appointed auditors will also lie with MAS, where the appointed auditors are unable to discharge their duties satisfactorily.
Other miscellaneous amendments

The FIMA Bill will also include other various miscellaneous amendments such as the following:

  1. Amendments to clarify MAS' reprimand powers;
  2. Amendments consequential from the introduction of new processes, such as removal of references to physical licences;
  3. Amendments to provide for definitions necessitated by the amendments.


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