Division 1 — Meetings and proceedings
Arrangements for meetings
52R.—(1) This section applies to the following types of meetings:(a)
any general meeting of the unitholders of a registered business trust (including an annual general meeting and an extraordinary general meeting);
(b)
any meeting of any class of unitholders;
(c)
a meeting ordered by the court under section 61, if the court so directs.
(2) Unless excluded under subsection (5) or (8), a meeting to which this section applies may be held —(a)
at a physical place;
(b)
at a physical place and using virtual meeting technology; or
(c)
using virtual meeting technology only.
(3) Where a meeting to which this section applies under subsection (2)(b) or (c) is held, the meeting may be held without any number of those participating in the meeting being together at the same place.
(4) Unless excluded or modified under subsection (5) or excluded under subsection (8), where a meeting to which this section applies is held (whether wholly or partly) using virtual meeting technology —(a)
a reference in this Act to any person (including any unitholder of a registered business trust) attending a meeting includes a person who is attending the meeting using virtual meeting technology;
(b)
a reference in this Act to any person (including any unitholder of a registered business trust) present or personally present at a meeting includes a person who attends the meeting using virtual meeting technology;
(c)
subject to paragraph (f), a reference in this Act to a vote of a unitholder of a registered business trust at a meeting (including a vote for the purposes of electing a chairperson of a meeting), includes a vote by electronic means or any other means permitted by the trust deed of the registered business trust;
(d)
subject to paragraph (f), a reference in this Act to voting by a unitholder of a registered business trust at a meeting (including voting for the purposes of electing a chairperson of a meeting), includes voting by electronic means or any other means permitted by the trust deed of the registered business trust;
(e)
subject to paragraph (f), a reference in this Act to the entitlement or right of a person to vote at a meeting includes, where the person is present by virtual meeting technology, the entitlement or right to vote by electronic means or any other means permitted by the trust deed of the registered business trust;
(f)
a reference in this Act to voting by a unitholder of a registered business trust on a show of hands at a meeting includes, where the unitholder is present by virtual meeting technology, voting by the unitholder by electronic means or any other means permitted by the trust deed of the registered business trust but only if the unitholder can be identified —(i)
by any method that may be prescribed relating to the verification or authentication of the identity of unitholders attending the meeting; or
(ii)
if no method is so prescribed, by any method that the directors of the trustee-manager of the business trust may determine;
(g)
a reference in this Act to the entitlement or right of a person to be heard at a meeting includes, where the person is present by virtual meeting technology, the entitlement or right to be heard by any means of synchronous communication that the directors of the trustee-manager of the registered business trust may determine;
(h)
a reference in this Act to the right of a unitholder of a registered business trust to speak on any resolution before a meeting includes, where the unitholder is present by virtual meeting technology, the right to communicate by any means of synchronous communication that the directors of the trustee-manager of the registered business trust may determine;
(i)
a reference in this Act to the right of a person to speak at a meeting includes, where the person is present by virtual meeting technology, the right to communicate by any means of synchronous communication that the directors of the trustee-manager of the registered business trust may determine;
(j)
a reference in this Act to any representation being read out or declaration being made at a meeting includes the communication of that representation or declaration at the meeting by any means of synchronous communication that the directors of the trustee-manager of the registered business trust may determine;
(k)
a reference in this Act to an auditor’s report being read before the unitholders of the registered business trust in general meeting includes the communication of the contents of that auditor’s report at the general meeting by any means of synchronous communication that the directors of the trustee-manager of the registered business trust may determine;
(l)
a reference in this Act to the production of the register of the trustee-manager of the registered business trust at the commencement of the annual general meeting and to the keeping of the register open and accessible during the meeting to all persons attending the meeting includes making the register available —(i)
on a website during the meeting; or
(ii)
by any other means during the meeting that may be determined by a resolution passed by unitholders holding in the aggregate a majority of the voting rights of all the unitholders of the registered business trust who, being entitled to do so, vote in person or, where proxies are allowed, by proxy;
(m)
a reference in this Act to the laying of a profit and loss account or statement before the unitholders of a registered business trust includes producing or making available the relevant document —(i)
on a website; or
(ii)
by any other means that may be determined by a resolution passed by unitholders holding in the aggregate a majority of the voting rights of all the unitholders of the registered business trust who, being entitled to do so, vote in person or, where proxies are allowed, by proxy; and
(n)
a reference in this Act to any accounts, balance sheet, cash flow statement, profit and loss account, report, statement, auditor’s report or other document being laid or caused to be laid before the unitholders of a registered business trust includes the relevant document being produced or made available or caused to be produced or made available —(i)
on a website; or
(ii)
by any other means that may be determined by a resolution passed by unitholders holding in the aggregate a majority of the voting rights of all the unitholders of the registered business trust who, being entitled to do so, vote in person or, where proxies are allowed, by proxy.
(5) This section applies despite the provisions contained in the trust deed of a registered business trust, except where —(a)
in the case of a registered business trust registered before 1 July 2023, the trust deed of the registered business trust is on or after that date modified or replaced —(i)
to exclude the application of paragraph (b) or (c) of subsection (2) (or both) in respect of all or any meetings to which this section applies; or
(ii)
to exclude or modify the application of paragraphs (a) to (n) of subsection (4) (or any of those paragraphs) in respect of all or any meetings to which this section applies; or
(b)
in the case of a registered business trust registered on or after 1 July 2023 —(i)
the trust deed of the registered business trust —(A)
excludes the application of paragraph (b) or (c) of subsection (2) (or both) in respect of all or any meetings to which this section applies; or
(B)
excludes or modifies the application of paragraphs (a) to (n) of subsection (4) (or any of those paragraphs) in respect of all or any meetings to which this section applies; or
(ii)
the trust deed of the registered business trust is, at any time after the registered business trust is registered, modified or replaced —(A)
to exclude the application of paragraph (b) or (c) of subsection (2) (or both) in respect of all or any meetings to which this section applies; or
(B)
to exclude or modify the application of paragraphs (a) to (n) of subsection (4) (or any of those paragraphs) in respect of all or any meetings to which this section applies.
(6) In subsection (4), a reference to a person includes, where appropriate, the person’s proxy.
(7) In this section and section 114, “virtual meeting technology” means any technology that allows a person to participate in a meeting without being physically present at the place of meeting.
(8) The Authority may, by order in the Gazette, exclude the application of subsection (2)(c) in respect of any prescribed class of registered business trusts.
[Act 17 of 2023 wef 01/07/2023]
—(1) This section applies to the following types of meetings:(a)
any general meeting of the unitholders of a registered business trust (including an annual general meeting and an extraordinary general meeting);
(b)
any meeting of any class of unitholders;
(c)
a meeting ordered by the court under section 61, if the court so directs.
(2) Unless excluded under subsection (5) or (8), a meeting to which this section applies may be held —(a)
at a physical place;
(b)
at a physical place and using virtual meeting technology; or
(c)
using virtual meeting technology only.
(3) Where a meeting to which this section applies under subsection (2)(b) or (c) is held, the meeting may be held without any number of those participating in the meeting being together at the same place.
(4) Unless excluded or modified under subsection (5) or excluded under subsection (8), where a meeting to which this section applies is held (whether wholly or partly) using virtual meeting technology —(a)
a reference in this Act to any person (including any unitholder of a registered business trust) attending a meeting includes a person who is attending the meeting using virtual meeting technology;
(b)
a reference in this Act to any person (including any unitholder of a registered business trust) present or personally present at a meeting includes a person who attends the meeting using virtual meeting technology;
(c)
subject to paragraph (f), a reference in this Act to a vote of a unitholder of a registered business trust at a meeting (including a vote for the purposes of electing a chairperson of a meeting), includes a vote by electronic means or any other means permitted by the trust deed of the registered business trust;
(d)
subject to paragraph (f), a reference in this Act to voting by a unitholder of a registered business trust at a meeting (including voting for the purposes of electing a chairperson of a meeting), includes voting by electronic means or any other means permitted by the trust deed of the registered business trust;
(e)
subject to paragraph (f), a reference in this Act to the entitlement or right of a person to vote at a meeting includes, where the person is present by virtual meeting technology, the entitlement or right to vote by electronic means or any other means permitted by the trust deed of the registered business trust;
(f)
a reference in this Act to voting by a unitholder of a registered business trust on a show of hands at a meeting includes, where the unitholder is present by virtual meeting technology, voting by the unitholder by electronic means or any other means permitted by the trust deed of the registered business trust but only if the unitholder can be identified —(i)
by any method that may be prescribed relating to the verification or authentication of the identity of unitholders attending the meeting; or
(ii)
if no method is so prescribed, by any method that the directors of the trustee-manager of the business trust may determine;
(g)
a reference in this Act to the entitlement or right of a person to be heard at a meeting includes, where the person is present by virtual meeting technology, the entitlement or right to be heard by any means of synchronous communication that the directors of the trustee-manager of the registered business trust may determine;
(h)
a reference in this Act to the right of a unitholder of a registered business trust to speak on any resolution before a meeting includes, where the unitholder is present by virtual meeting technology, the right to communicate by any means of synchronous communication that the directors of the trustee-manager of the registered business trust may determine;
(i)
a reference in this Act to the right of a person to speak at a meeting includes, where the person is present by virtual meeting technology, the right to communicate by any means of synchronous communication that the directors of the trustee-manager of the registered business trust may determine;
(j)
a reference in this Act to any representation being read out or declaration being made at a meeting includes the communication of that representation or declaration at the meeting by any means of synchronous communication that the directors of the trustee-manager of the registered business trust may determine;
(k)
a reference in this Act to an auditor’s report being read before the unitholders of the registered business trust in general meeting includes the communication of the contents of that auditor’s report at the general meeting by any means of synchronous communication that the directors of the trustee-manager of the registered business trust may determine;
(l)
a reference in this Act to the production of the register of the trustee-manager of the registered business trust at the commencement of the annual general meeting and to the keeping of the register open and accessible during the meeting to all persons attending the meeting includes making the register available —(i)
on a website during the meeting; or
(ii)
by any other means during the meeting that may be determined by a resolution passed by unitholders holding in the aggregate a majority of the voting rights of all the unitholders of the registered business trust who, being entitled to do so, vote in person or, where proxies are allowed, by proxy;
(m)
a reference in this Act to the laying of a profit and loss account or statement before the unitholders of a registered business trust includes producing or making available the relevant document —(i)
on a website; or
(ii)
by any other means that may be determined by a resolution passed by unitholders holding in the aggregate a majority of the voting rights of all the unitholders of the registered business trust who, being entitled to do so, vote in person or, where proxies are allowed, by proxy; and
(n)
a reference in this Act to any accounts, balance sheet, cash flow statement, profit and loss account, report, statement, auditor’s report or other document being laid or caused to be laid before the unitholders of a registered business trust includes the relevant document being produced or made available or caused to be produced or made available —(i)
on a website; or
(ii)
by any other means that may be determined by a resolution passed by unitholders holding in the aggregate a majority of the voting rights of all the unitholders of the registered business trust who, being entitled to do so, vote in person or, where proxies are allowed, by proxy.
(5) This section applies despite the provisions contained in the trust deed of a registered business trust, except where —(a)
in the case of a registered business trust registered before 1 July 2023, the trust deed of the registered business trust is on or after that date modified or replaced —(i)
to exclude the application of paragraph (b) or (c) of subsection (2) (or both) in respect of all or any meetings to which this section applies; or
(ii)
to exclude or modify the application of paragraphs (a) to (n) of subsection (4) (or any of those paragraphs) in respect of all or any meetings to which this section applies; or
(b)
in the case of a registered business trust registered on or after 1 July 2023 —(i)
the trust deed of the registered business trust —(A)
excludes the application of paragraph (b) or (c) of subsection (2) (or both) in respect of all or any meetings to which this section applies; or
(B)
excludes or modifies the application of paragraphs (a) to (n) of subsection (4) (or any of those paragraphs) in respect of all or any meetings to which this section applies; or
(ii)
the trust deed of the registered business trust is, at any time after the registered business trust is registered, modified or replaced —(A)
to exclude the application of paragraph (b) or (c) of subsection (2) (or both) in respect of all or any meetings to which this section applies; or
(B)
to exclude or modify the application of paragraphs (a) to (n) of subsection (4) (or any of those paragraphs) in respect of all or any meetings to which this section applies.
(6) In subsection (4), a reference to a person includes, where appropriate, the person’s proxy.
(7) In this section and section 114, “virtual meeting technology” means any technology that allows a person to participate in a meeting without being physically present at the place of meeting.
(8) The Authority may, by order in the Gazette, exclude the application of subsection (2)(c) in respect of any prescribed class of registered business trusts.
Annual general meeting
53.—(1) The trustee‑manager of a registered business trust must call a general meeting of the unitholders of the registered business trust known as the “annual general meeting” once in every calendar year and not more than 15 months after the holding of the last preceding annual general meeting, but so long as the unitholders of the registered business trust hold their first annual general meeting within 18 months of the registration of the registered business trust, the trustee‑manager need not call an annual general meeting in the year of the registration of the registered business trust or in the following year.
(2) Despite subsection (1), the Authority, on the application of the trustee‑manager of a registered business trust, may, if for any special reason it thinks fit to do so, extend the period of 15 months or 18 months mentioned in that subsection, even though the period is so extended beyond the calendar year.
(3) Subject to notice being given to all the unitholders of a registered business trust entitled to receive notice of the meeting, a general meeting may be held at any time and the unitholders of a registered business trust may resolve that any meeting held or summoned to be held is to be the annual general meeting of the unitholders of the registered business trust.
(4) If default is made in holding an annual general meeting of the unitholders of a registered business trust —(a)
the trustee‑manager of the registered business trust shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $50,000 and, in the case of a continuing offence, to a further fine not exceeding $5,000 for every day or part of a day during which the offence continues after conviction; and
(b)
the court may, on the application of any unitholder of the registered business trust, order a general meeting to be called.
Convening of extraordinary general meeting on requisition
54.—(1) The directors of the trustee‑manager of a registered business trust must, despite any provision in the trust deed of the registered business trust, on the requisition of unitholders holding in aggregate at the date of the deposit of the requisition at least 10% of the total voting rights of all the unitholders of the registered business trust having at that date a right to vote at general meetings, immediately proceed duly to convene an extraordinary general meeting of the unitholders of the registered business trust to be held as soon as practicable but in any case not later than 2 months after the receipt by the trustee‑manager of the requisition.
(2) The requisition must state the objects of the meeting and must be signed by the requisitionists and deposited at the registered office of the trustee‑manager of the registered business trust, and may consist of several documents in like form each signed by one or more requisitionists.
(3) If the directors of the trustee‑manager of the registered business trust do not, within 21 days after the date of the deposit of the requisition, proceed to convene a meeting, the requisitionists or any of them representing more than 50% of the total voting rights of all of the requisitionists, may themselves convene a meeting, in the same manner as nearly as possible as that in which meetings are to be convened by the trustee‑manager, but any meeting so convened must not be held after the expiry of 3 months from that date.
(4) The trustee‑manager of the registered business trust must pay to the requisitionists any reasonable expenses incurred by the requisitionists by reason of the failure of the directors of the trustee‑manager to convene a meeting and —(a)
the trustee‑manager is liable to make such payment to the requisitionists without any recourse to the trust property of the registered business trust for reimbursement of any expenses incurred as a result of that liability; and
(b)
any sum so paid by the trustee‑manager to the requisitionists must be retained by the trustee‑manager out of any sums due or to become due from the trustee‑manager to the directors of the trustee‑manager by way of fees or other remuneration in respect of the services of those directors.
(5) Any trustee‑manager of a registered business trust which contravenes subsection (4) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $50,000 and, in the case of a continuing offence, to a further fine not exceeding $5,000 for every day or part of a day during which the offence continues after conviction.
Calling of meetings
55.—(1) Two or more unitholders of a registered business trust may call a meeting of unitholders of the registered business trust if they —(a)
hold in aggregate at least 10% of the total voting rights of all the unitholders having at the date of calling of the meeting a right to vote at general meetings of the unitholders of the registered business trust; or
(b)
constitute at least 5% in number of the unitholders of the registered business trust or any lesser number that is provided by the trust deed of the registered business trust.
(2) The trustee‑manager of a registered business trust must call a meeting of the unitholders of the registered business trust or of a class of unitholders of the registered business trust, other than a meeting for the passing of a special resolution, by written notice of at least 14 days or any longer period that is provided in the trust deed of the registered business trust.
(3) A meeting is, even though it is called by notice shorter than is required by subsection (2), deemed to be duly called if it is so agreed —(a)
in the case of a meeting called as the annual general meeting, by all the unitholders entitled to attend and vote at that meeting; or
(b)
in the case of any other meeting, by a majority in number of the unitholders having a right to attend and vote at that meeting, being a majority which together holds at least 95% of the total voting rights of all the unitholders at that meeting.
(4) The trustee‑manager of a registered business trust must serve notice of every meeting on every unitholder of the registered business trust having a right to attend and vote at that meeting in the manner in which such notice is required to be served under the trust deed of the registered business trust.
(5) Any trustee‑manager of a registered business trust which contravenes subsection (2) or (4) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $50,000 and, in the case of a continuing offence, to a further fine not exceeding $5,000 for every day or part of a day during which the offence continues after conviction.
Provision in trust deed as to right to demand poll
56.—(1) Any provision in the trust deed of a registered business trust is void in so far as it would have the effect —(a)
of excluding the right to demand a poll at a general meeting of the unitholders of the registered business trust on any question or matter other than the election of the chairperson of the meeting or the adjournment of the meeting;
(b)
of making ineffective a demand for a poll on any question or matter other than the election of the chairperson of the meeting or the adjournment of the meeting that is made —(i)
by at least 5 unitholders of the registered business trust having the right to vote at the meeting; or
(ii)
by a unitholder or unitholders of the registered business trust representing at least 5% of the total voting rights of all the unitholders having the right to vote at the meeting; or[Act 30 of 2022 wef 12/03/2024]
(c)
of requiring the instrument appointing a proxy or any other document necessary to show the validity of or otherwise relating to the appointment of a proxy to be received by the trustee‑manager of the registered business trust or any other person more than 72 hours before a meeting or adjourned meeting in order that the appointment may be effective at that meeting.[Act 30 of 2022 wef 12/03/2024]
(1A) Despite subsection (1)(b), where any provision in the trust deed of a registered business trust registered under this Act before the date of commencement of section 21 of the Business Trusts (Amendment) Act 2022 is void under subsection (1)(b)(ii), a demand for a poll on any question or matter other than the election of the chairperson of the meeting or the adjournment of the meeting may be made by a unitholder or unitholders of the registered business trust representing at least 5% of the total voting rights of all the unitholders having the right to vote at the meeting.[Act 30 of 2022 wef 12/03/2024]
(2) The instrument appointing a proxy to vote at a meeting of the unitholders of a registered business trust is deemed to confer authority to demand or join in demanding a poll, and for the purposes of subsection (1), a demand by a person as proxy for a unitholder of the registered business trust is deemed to be the same as a demand by the unitholder.
(3) A person entitled to vote on a poll at a meeting is deemed to be a person entitled to vote for the purposes of this Act.
Quorum, chairperson, voting, etc., at meetings
57.—(1) So far as the trust deed of a registered business trust does not make any other provision in that behalf and subject to section 58 —(a)
2 unitholders of the registered business trust personally present form a quorum;
(b)
any unitholder of the registered business trust elected by the unitholders present at a meeting may be chairperson of the meeting;
(c)
on a show of hands, each unitholder of the registered business trust who is personally present and entitled to vote has one vote; and
(d)
on a poll, each unitholder of the registered business trust has one vote in respect of each unit in the registered business trust held by the unitholder.
(2) On a poll taken at a meeting, a person entitled to more than one vote need not, if the person votes, use all the person’s votes or cast all the votes the person uses in the same way.
Voting rights in respect of units in registered business trusts
58. Despite any provision in this Act or in the trust deed of a registered business trust, but subject to section 59, each unit in a registered business trust confers the right at a poll at any general meeting of the unitholders of the registered business trust to one vote, and to one vote only.
Unitholder’s rights at meetings
59. Every unitholder of a registered business trust, despite any provision in the trust deed of the registered business trust, has a right to attend any general meeting of the unitholders of the registered business trust and to speak and vote on any resolution before the meeting, except that the trust deed may provide that a unitholder is not entitled to vote unless all calls or other sums personally payable by the unitholder in respect of units in the registered business trust have been paid.
Proxies
60.—(1) Subject to this section, a unitholder of a registered business trust entitled to attend and vote at a meeting of the unitholders of the registered business trust, or at a meeting of any class of unitholders of the registered business trust, is entitled to appoint another person, whether a unitholder or not, as the unitholder’s proxy to attend and vote instead of the unitholder at the meeting.[Act 30 of 2022 wef 12/03/2024]
(2) Subject to this section, a proxy appointed under subsection (1) to attend and vote at a meeting of the unitholders of a registered business trust instead of a unitholder of the registered business trust also has the same right as the unitholder to speak at the meeting, but unless the trust deed otherwise provides —(a)
a proxy is not entitled to vote except on a poll;
(b)
a unitholder is not entitled to appoint more than 2 proxies to attend and vote at the same meeting; and
(c)
where a unitholder appoints 2 proxies, the appointments are invalid unless the unitholder specifies the proportions of the unitholder’s holdings to be represented by each proxy.[Act 30 of 2022 wef 12/03/2024]
(2A) A unitholder of a registered business trust who is a relevant intermediary may appoint more than 2 proxies in relation to a meeting to exercise all or any of the unitholder’s rights to attend and to speak and vote at the meeting, but each proxy must be appointed to exercise the rights attached to a different unit or units held by the unitholder (which number and class of units must be specified).[Act 30 of 2022 wef 12/03/2024]
(2B) A proxy appointed under subsection (2A) has at a meeting the right to vote on a show of hands.[Act 30 of 2022 wef 12/03/2024]
(3) The trustee‑manager of a registered business trust must, in every notice calling a meeting of the unitholders of the registered business trust or a meeting of any class of unitholders of the registered business trust, provide with reasonable prominence a statement as to the rights of a unitholder to appoint a proxy or proxies to attend and vote instead of the unitholder, and that a proxy need not also be a unitholder.[Act 30 of 2022 wef 12/03/2024]
(4) Any trustee‑manager of a registered business trust which authorises or permits an invitation to appoint as proxy a person or one of a number of persons specified in the invitation to be issued at the expense of the registered business trust to only some of the unitholders of the registered business trust entitled to be sent a notice of the meeting and to vote at that meeting by proxy shall be guilty of an offence.
(5) A person is not guilty of an offence under subsection (4) by reason only of the issue to a unitholder of a registered business trust at the unitholder’s request of a form of appointment naming the proxy or a list of persons willing to act as proxies if the form or list is available on request in writing to every unitholder entitled to vote at the meeting by proxy.
(6) Any trustee‑manager of a registered business trust which authorises or permits an invitation to appoint as proxy a person or one of a number of persons specified in the invitation to be issued or circulated shall be guilty of an offence unless the invitation is accompanied by a form of proxy which entitles the unitholder of the registered business trust to direct the proxy to vote either for or against the resolution.
(7) Any trustee‑manager of a registered business trust which contravenes subsection (3) shall be guilty of an offence.
(8) In this section —“banking corporation” means a bank or merchant bank licensed under the Banking Act 1970;
“relevant intermediary” means —(a)
a banking corporation or a wholly owned subsidiary of a banking corporation, whose business includes the provision of nominee services and who holds units in that capacity;
(b)
a person holding a capital markets services licence to provide custodial services under the Securities and Futures Act 2001 and who holds units in that capacity; or
(c)
the Central Provident Fund Board established by the Central Provident Fund Act 1953, in respect of units purchased under the subsidiary legislation made under that Act providing for the making of investments from the contributions and interest standing to the credit of members of the Central Provident Fund, if the Central Provident Fund Board holds those units in the capacity of an intermediary pursuant to or in accordance with that subsidiary legislation;
“wholly owned subsidiary” has the meaning given by section 5B of the Companies Act 1967.[Act 30 of 2022 wef 12/03/2024]
Power of court to order meeting
61. If for any reason it is impracticable to call a meeting in any manner in which meetings may be called or to conduct the meeting in the manner provided by the trust deed or under this Act, the court may, either of its own motion or on the application of any director of the trustee‑manager of a registered business trust or of any unitholder of the registered business trust who would be entitled to vote at the meeting or of the personal representative of any deceased unitholder of the registered business trust, order a meeting to be called, held and conducted in any manner that the court thinks fit, and may give any ancillary or consequential directions that it thinks expedient, including a direction that one unitholder present in person or by proxy is deemed to constitute the quorum for a meeting or that the personal representative of any deceased unitholder may exercise all or any of the powers that the deceased unitholder could have exercised if the unitholder were present at the meeting.
Circulation of unitholders’ resolutions, etc.
62.—(1) Subject to this section, the trustee‑manager of a registered business trust must, on the requisition of the number of unitholders of the registered business trust specified in subsection (2) and unless the unitholders of the registered business trust otherwise resolve at a general meeting, at the expense of the requisitionists —(a)
give to the unitholders of the registered business trust entitled to receive notice of the next annual general meeting, notice of any resolution which may properly be moved and is intended to be moved at that meeting or (if the resolution is proposed to be passed by written means under section 63A) for which agreement is sought; and[Act 30 of 2022 wef 12/03/2024]
(b)
circulate to the unitholders entitled to have notice of any general meeting sent to them, any statement of not more than 1,000 words with respect to the matter referred to in any proposed resolution or the business to be dealt with at that meeting.
(2) The number of unitholders of a registered business trust necessary for a requisition under subsection (1) is —(a)
any number of unitholders representing at least 5% of the total voting rights of all the unitholders of the registered business trust having at the date of the requisition a right to vote at the meeting to which the requisition relates; or
(b)
at least 100 unitholders holding units in the registered business trust on which there has been paid up an average sum, per unitholder, of at least $500.
(3) Subject to subsection (3A), the trustee-manager of a registered business trust must give the notice of a resolution mentioned in subsection (1)(a) and the statement mentioned in subsection (1)(b) to the unitholders of the registered business trust entitled to have notice of the meeting sent to them by serving on each unitholder, in any manner permitted for service of the notice of the meeting, a copy of the resolution and statement.[Act 30 of 2022 wef 12/03/2024]
(3A) Where the resolution is proposed to be passed by written means under section 63A, the trustee-manager of a registered business trust must give and circulate the notice of the resolution mentioned in subsection (1)(a) and statement mentioned in subsection (1)(b) to the unitholders of the registered business trust entitled to have notice of the meeting sent to them by serving on each unitholder —(a)
a copy of the resolution and statement; and
(b)
a notification that formal agreement to the resolution is being sought under section 63A.[Act 30 of 2022 wef 12/03/2024]
(3B) The trustee-manager of a registered business trust must give notice of the resolution to any other unitholder of the registered business trust by serving on the unitholder notice of the general effect of the resolution in any manner permitted for giving the unitholder notice of meetings of the unitholders of the registered business trust.[Act 30 of 2022 wef 12/03/2024]
(4) Except where the resolution is proposed to be passed by written means under section 63A, the trustee‑manager of a registered business trust must serve the copy of the resolution mentioned in subsection (3), or give notice of the general effect of the resolution mentioned in subsection (3B) (as the case may be) in the same manner and, so far as practicable, at the same time as the notice of the meeting and, where it is not practicable for it to be served or given at that time, the trustee‑manager must serve the copy of the resolution or give notice of the general effect of the resolution as soon as practicable thereafter.[Act 30 of 2022 wef 12/03/2024]
(5) Subject to subsection (6A), the trustee‑manager of a registered business trust is not bound under this section to give notice of any resolution or to circulate any statement unless a copy of the requisition signed by the requisitionists, or 2 or more copies which between them contain the signatures of all the requisitionists, is deposited at the registered office of the trustee‑manager —(a)
in the case of a requisition requiring notice of a resolution, at least 6 weeks before the meeting; and
(b)
in the case of any other requisition, at least one week before the meeting.[Act 30 of 2022 wef 12/03/2024]
(6) Despite subsection (5), a copy of a requisition requiring notice of a resolution deposited at the registered office of the trustee‑manager is deemed to have been properly deposited for the purposes of that subsection even if the copy was not deposited within the time required by that subsection so long as the copy was deposited before an annual general meeting is called and the annual general meeting is called for a date 6 weeks or less after the copy has been deposited.
(6A) A trustee-manager of a registered business trust is not bound under this section to give notice of any resolution which is proposed to be passed by written means under section 63A, or to circulate any statement relating thereto, unless —(a)
the requisition setting out the text of the resolution and the statement is received by a director of the trustee-manager in legible form or a permitted alternative form; and
(b)
the notice states that formal agreement to the resolution is sought under section 63A.[Act 30 of 2022 wef 12/03/2024]
(6B) Where the requisition under subsection (6A)(a) requests that the date of its receipt by the trustee-manager of a registered business trust be notified to a specified person, the directors of the trustee-manager must, without delay after it is first received by a director of the trustee-manager in legible form or a permitted alternative form, notify that person of the date when it was first so received.[Act 30 of 2022 wef 12/03/2024]
(7) The trustee‑manager of a registered business trust is not bound under this section to circulate any statement if the court is, on the application either of the trustee‑manager or of any other person who claims to be aggrieved, satisfied that the rights conferred by this section are being abused to secure needless publicity for any defamatory matter and the court may order the trustee‑manager’s costs on an application under this section to be paid in whole or in part by the requisitionists, even though the requisitionists are not parties to the application.
(8) Despite anything in the trust deed of a registered business trust, the business which may be dealt with at an annual general meeting of the unitholders of the registered business trust includes any resolution of which notice is given in accordance with this section, and for the purposes of this subsection, notice is deemed to have been so given despite the accidental omission, in giving it, of one or more unitholders of the registered business trust.
(9) Any trustee-manager of a registered business trust which contravenes subsection (1), (3), (3A), (3B) or (4) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $50,000.[Act 30 of 2022 wef 12/03/2024]
(10) Every director of the trustee-manager of a registered business trust who contravenes subsection (6B) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $50,000.[Act 30 of 2022 wef 12/03/2024]
(11) For the purposes of this section, something is “in legible form or a permitted alternative form” if, and only if, it is sent or otherwise supplied —(a)
in a form (such as a paper document) that is legible before being sent or otherwise supplied and does not change form during that process; or
(b)
in another form that —(i)
is currently agreed between the trustee-manager of the registered business trust and the person as a form in which the thing may be sent or otherwise supplied to the trustee-manager; and
(ii)
is such that documents sent or supplied in that form can (where particular conditions are met) be received in legible form or be made legible following receipt in non-legible form.[Act 30 of 2022 wef 12/03/2024]
Special resolutions
63.—(1) A resolution is considered a special resolution when it has been passed by the unitholders of a registered business trust holding in aggregate at least three-fourths of the voting rights of all the unitholders of the registered business trust who, being entitled to do so, vote in person or, where proxies are allowed, by proxy present at a general meeting of which at least 21 days’ written notice specifying the intention to propose the resolution as a special resolution has been duly given.
(2) Despite subsection (1), if it is so agreed by a majority in number of the unitholders of a registered business trust having the right to attend and vote at the meeting, being a majority which together holds at least 95% of the total voting rights that could be exercised at that meeting, a resolution may be proposed and passed as a special resolution at a meeting of which written notice of a period less than that required under subsection (1) has been given.
(3) At any meeting at which a special resolution is submitted, a declaration of the chairperson that the resolution is carried is, unless a poll is demanded, conclusive evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against the resolution.
(4) At any meeting at which a special resolution is submitted, a poll is deemed to be effectively demanded if demanded —(a)
by such number of unitholders of a registered business trust for the time being entitled under the trust deed of the registered business trust to vote at the meeting as is specified in the trust deed, but it is not in any case necessary for more than 5 unitholders to make the demand; or
(b)
if no such provision is made by the trust deed, by 3 unitholders so entitled, or by one unitholder or 2 unitholders so entitled, if that unitholder holds or those 2 unitholders together hold at least 10% of the total voting rights of all the unitholders having a right to vote at the meeting.
(5) In computing the majority on a poll demanded on the question that a special resolution be passed, reference is to be had to the number of votes cast for and against the resolution and to the number of votes to which each unitholder is entitled by this Act or the trust deed of the registered business trust.
Passing of resolutions by written means
63A.—(1) Despite any other provision of this Act, the unitholders of an unlisted registered business trust may pass any resolution by written means in accordance with the provisions of this section and sections 63B to 63G.
(2) Subsection (1) does not apply to a resolution for which special notice is required.
(3) A special resolution is passed by written means if the resolution indicates that it is a special resolution and if it has been formally agreed on any date by one or more unitholders of the unlisted registered business trust who on that date represent —(a)
at least 75%; or
(b)
if the trust deed of the unlisted registered business trust requires a greater majority for that resolution, that greater majority,
of the total voting rights of all unitholders who on that date would have the right to vote on that resolution at a general meeting of the unitholders of the unlisted registered business trust.
(4) An ordinary resolution is passed by written means if the resolution does not indicate that it is a special resolution and if it has been formally agreed on any date by one or more unitholders of the unlisted registered business trust who on that date represent —(a)
a majority; or
(b)
if the trust deed of the unlisted registered business trust requires a greater majority for that resolution, that greater majority,
of the total voting rights of all the unitholders who on that date would have the right to vote on that resolution at a general meeting of the unitholders of the unlisted registered business trust.
(5) For the purposes of this section, a resolution of the unitholders of an unlisted registered business trust is formally agreed by a unitholder if —(a)
the trustee-manager of the unlisted registered business trust receives from the unitholder (or the unitholder’s proxy if this is allowed) a document that —(i)
is given to the trustee-manager in legible form or a permitted alternative form;
(ii)
indicates the unitholder’s agreement (or agreement on the unitholder’s behalf) to the resolution by way of the unitholder’s signature (or the unitholder’s proxy’s signature if that is allowed), or any other method that the trust deed of the unlisted registered business trust may provide; and
(iii)
includes the text of the resolution or otherwise makes clear that it is that resolution that is being agreed to; and
(b)
the unitholder (or the unitholder’s proxy) had a legible text of the resolution before giving that document.
(6) Nothing in subsection (3) or (4) is to be construed as requiring the requisite number of unitholders to formally agree to the resolution on a single day.
(7) For the purposes of this section, something is “in legible form or a permitted alternative form” if, and only if, it is sent or otherwise supplied —(a)
in a form (such as a paper document) that is legible before being sent or otherwise supplied and does not change form during that process; or
(b)
in another form that —(i)
is currently agreed between the trustee-manager of the unlisted registered business trust and the person as a form in which the thing may be sent or otherwise supplied to the trustee-manager; and
(ii)
is such that documents sent or supplied in that form can (where particular conditions are met) be received in legible form or be made legible following receipt in non-legible form.
(8) Any reference in this Act or any other law to the passing or making of a resolution, or the passing or making of a resolution at a meeting of the unitholders of the unlisted registered business trust, includes a reference to the passing of the resolution by written means in accordance with this section.
(9) Any reference in this Act or any other law to the doing of anything at a general meeting of the unitholders of an unlisted registered business trust includes a reference to the passing of a resolution authorising the doing of that thing by written means in accordance with this section.[Act 30 of 2022 wef 12/03/2024]
Requirements for passing of resolutions by written means
63B.—(1) A resolution of the unitholders of an unlisted registered business trust may only be passed by written means if —(a)
either —(i)
agreement to the resolution was first sought by the directors of the trustee-manager of the unlisted registered business trust in accordance with section 63C; or
(ii)
a requisition for that resolution was first given to the trustee-manager of the unlisted registered business trust in accordance with section 62 and, by reason of that notice, the documents mentioned in section 62(3A) in respect of the resolution were served on the unitholders of the unlisted registered business trust in accordance with section 62(3A);
(b)
the trust deed of the unlisted registered business trust does not prohibit the passing of resolutions (either generally or for the purpose in question) by written means; and
(c)
all conditions in the trust deed of the unlisted registered business trust relating to the passing of the resolution by written means are met.
(2) Any resolution that is passed in contravention of subsection (1) is invalid.[Act 30 of 2022 wef 12/03/2024]
Where directors seek agreement to resolution by written means
63C.—(1) The directors of the trustee-manager of an unlisted registered business trust who wish to seek agreement to a resolution of the unitholders of the unlisted registered business trust and for it to be passed by written means must send to each unitholder, having the right to vote on that resolution at a general meeting of the unitholders of the unlisted registered business trust, a copy of the text of the resolution.
(2) As far as practicable, the directors must comply with subsection (1) as respects every unitholder at the same time and without delay.
(3) Without limiting any other means of complying with subsections (1) and (2), the directors have complied with those subsections if they secure that the same paper document containing the text of the resolution is sent without delay to each unitholder in turn.
(4) Subject to section 63D, if the resolution is passed before the directors have complied with subsection (1) as respects every unitholder, that fact does not affect the validity of the resolution or any obligation already incurred by the directors under subsections (1) and (2).[Act 30 of 2022 wef 12/03/2024]
Unitholders may require general meeting for resolution
63D.—(1) Any unitholder or unitholders of an unlisted registered business trust representing at least 5% of the total voting rights of all the unitholders having the right to vote on a resolution at a general meeting of the unitholders of the unlisted registered business trust may, within 7 days after —(a)
the text of the resolution has been sent to the unitholder or unitholders in accordance with section 63C; or
(b)
the documents mentioned in section 62(3A) in respect of the resolution have been served on the unitholder or unitholders,
(as the case may be) give notice to the trustee-manager of the unlisted registered business trust requiring that a general meeting of the unitholders of the unlisted registered business trust be convened for that resolution.
(2) Where notice is given under subsection (1) —(a)
the resolution is invalid even though it may have in the meantime been passed in accordance with section 63A; and
(b)
the directors of the trustee-manager of the unlisted registered business trust must proceed to convene a general meeting of the unitholders of the unlisted registered business trust for the resolution.[Act 30 of 2022 wef 12/03/2024]
Period for agreeing to written resolution
63E.—(1) Unless the trust deed of an unlisted registered business trust otherwise provides, a resolution of the unitholders of the unlisted registered business trust proposed to be passed by written means lapses if it is not passed before the end of the period of 28 days starting on the date on which the written resolution is circulated to the unitholders of the unlisted registered business trust.
(2) The agreement to a resolution is ineffective if indicated after the expiry of the period mentioned in subsection (1).[Act 30 of 2022 wef 12/03/2024]
Duty of trustee-manager of unlisted registered business trust to notify unitholders that resolution passed by written means
63F.—(1) Where a resolution of the unitholders of an unlisted registered business trust is passed by written means, the trustee-manager of the unlisted registered business trust must —(a)
notify every unitholder that it has been passed; and
(b)
do so within 15 days after the earliest date on which a director or secretary of the trustee-manager is aware that it has been passed.
(2) Non-compliance with subsection (1) does not render the resolution invalid.[Act 30 of 2022 wef 12/03/2024]
Recording of resolutions passed by written means
63G.—(1) Where a resolution of the unitholders of an unlisted registered business trust is passed by written means, the trustee-manager of the unlisted registered business trust must cause a record of the resolution, and the indication of each unitholder’s agreement (or agreement on the unitholder’s behalf) to it, to be entered in a book in the same way as minutes of proceedings of a general meeting of the unitholders of the unlisted registered business trust.
(2) Non-compliance with subsection (1) does not render the resolution invalid.
(3) Any such record, if purporting to be signed by a director or the secretary of the trustee-manager of the unlisted registered business trust, is evidence of the proceedings in passing the resolution.
(4) Where a record is made in accordance with this section, then, until the contrary is proved, the requirements of this Act with respect to those proceedings are deemed to have been complied with.
(5) Section 68 applies in relation to a record made in accordance with this section as it applies in relation to minutes of proceedings of a general meeting of the unitholders of a registered business trust.[Act 30 of 2022 wef 12/03/2024]
Resolutions requiring special notice
64.—(1) Subject to subsection (2), where by this Act special notice is required of a resolution, the resolution is not effective unless —(a)
notice of the intention to move it has been given to the trustee‑manager of a registered business trust at least 28 days before the meeting at which it is moved; and
(b)
the trustee‑manager of a registered business trust has given the unitholders of the registered business trust notice of any such resolution at the same time and in the same manner as it gives notice of the meeting or, if that is not practicable, has given them notice of such resolution, in any manner allowed by the trust deed of the registered business trust, at least 14 days before the meeting.
(2) If a meeting is called for a date 28 days or less after notice of the intention to move a resolution mentioned in subsection (1) has been given to the trustee‑manager of the registered business trust, such notice is, although not given to the trustee‑manager within the time required by that subsection, deemed to be properly given.
Registration and copies of certain resolutions
65.—(1) Except as otherwise expressly provided in this Act, the trustee‑manager of a registered business trust must lodge with the Authority a copy of —(a)
every special resolution; and
(b)
every resolution passed by any class of unitholders of the registered business trust whether agreed to by all the unitholders of that class or not,
within 14 days after the passing or making of every such resolution.
[Act 30 of 2022 wef 12/03/2024]
(2) The trustee‑manager of a registered business trust must, at the request of any unitholder of the registered business trust and without charge, forward to the unitholder a copy of every resolution to which this section applies.
(3) Any trustee‑manager of a registered business trust which contravenes subsection (1) or (2) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $10,000 and, in the case of a continuing offence, to a further fine not exceeding $1,000 for every day or part of a day during which the offence continues after conviction.
Resolutions at adjourned meetings
66. Where a resolution is passed at an adjourned meeting of the unitholders of a registered business trust or of unitholders of any class of units in the registered business trust, the resolution is for all purposes to be treated as having been passed on the date on which it was in fact passed and not on any earlier date.
Minutes of proceedings
67.—(1) The trustee‑manager of a registered business trust must cause —(a)
minutes of all proceedings of general meetings of the unitholders of the registered business trust to be entered in books kept for that purpose within one month of the date upon which the relevant meeting was held; and
(b)
those minutes to be signed by the chairperson of the meeting at which the proceedings were had or by the chairperson of the next succeeding meeting.
(2) Any minutes so entered that are purported to be signed as provided in subsection (1) are evidence of the proceedings to which they relate, unless the contrary is proved.
(3) Where minutes have been so entered and signed, then, until the contrary is proved —(a)
the meeting is deemed to have been duly held and convened; and
(b)
all proceedings had at that meeting are deemed to have been duly had.
(3A) The trustee-manager of a registered business trust must keep minute books in which it must cause to be entered resolutions passed by written means under section 63A, within one month after the passing or making of each resolution.[Act 30 of 2022 wef 12/03/2024]
(3B) The trustee-manager of a registered business trust must ensure that the minutes of the passing of a resolution mentioned in subsection (3A) are signed by a director of the trustee-manager within a reasonable time after the resolution is passed.[Act 30 of 2022 wef 12/03/2024]
(3C) Minutes entered in accordance with subsection (3A) and purportedly signed in accordance with subsection (3B) are evidence of the resolution to which they relate, unless the contrary is proved.[Act 30 of 2022 wef 12/03/2024]
(4) Any trustee‑manager of a registered business trust which contravenes subsection (1), (3A) or (3B) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $25,000 and, in the case of a continuing offence, to a further fine not exceeding $2,500 for every day or part of a day during which the offence continues after conviction.[Act 30 of 2022 wef 12/03/2024]
Inspection of minute books
68.—(1) The trustee‑manager of a registered business trust must —(a)
keep the books mentioned in section 67(1) and (3A) at the registered office or the principal place of business in Singapore of the trustee‑manager; and[Act 30 of 2022 wef 12/03/2024]
(b)
make the books available for inspection by any unitholder of the registered business trust without charge.
(2) The trustee‑manager of a registered business trust must, within 14 days after any unitholder of the registered business trust has made a request in writing for a copy of any minutes specified in section 67(1) or (3A), provide that unitholder with a copy of the minutes without charge.[Act 30 of 2022 wef 12/03/2024]
(3) Any trustee‑manager of a registered business trust which contravenes subsection (1) or (2) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $25,000 and, in the case of a continuing offence, to a further fine not exceeding $2,500 for every day or part of a day during which the offence continues after conviction.
Register of unitholders
69.—(1) The trustee‑manager of a registered business trust must —(a)
keep and maintain, or cause to be kept and maintained, a register of the unitholders of the registered business trust; and
(b)
make that register available for inspection, without charge, by any person during the business hours of the trustee‑manager.
(2) The register mentioned in subsection (1) must contain —(a)
the name and address of each unitholder of the registered business trust;
(b)
the extent of holding by each unitholder of units in the registered business trust;
(c)
the date on which the name of each person was entered in the register as a unitholder; and
(d)
the date on which any person ceased to be a unitholder.
(3) Any trustee‑manager of a registered business trust which contravenes subsection (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $25,000 and, in the case of a continuing offence, to a further fine not exceeding $2,500 for every day or part of a day during which the offence continues after conviction.
(4) The trustee‑manager of a registered business trust is not by reason of anything done under Subdivision (1) of Division 2 of Part 7 of the Securities and Futures Act 2001 —(a)
to be taken for any purpose to have notice of; or
(b)
to be put upon inquiry as to,
a right of a person to or in relation to a unit in the registered business trust for the purposes of this section.
[2/2009]
Place at which register is kept
70.—(1) The trustee‑manager of a registered business trust must keep the register mentioned in section 69 at its registered office, but —(a)
if the work of making up the register is done at another office of the trustee‑manager in Singapore, the register may be kept at that other office; or
(b)
if the trustee‑manager arranges with some other person to make up the register on its behalf, the register may be kept at the office of that other person at which the work is done if that office is in Singapore.
(2) The trustee‑manager of a registered business trust must, within 14 days after the register is first kept at a place other than the registered office, lodge with the Authority notice of the place where the register is kept and must, within 14 days after any change in the place at which the register is kept, lodge with the Authority notice of the change.
(3) Any trustee‑manager of a registered business trust which contravenes subsection (1) or (2) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $25,000 and, in the case of a continuing offence, to a further fine not exceeding $2,500 for every day or part of a day during which the offence continues after conviction.
Consequences of default by agent
71. Where, by virtue of section 70(1)(b), the register of the unitholders of a registered business trust is kept at the office of a person (P) other than the trustee‑manager of the registered business trust and, by reason of any default of P, the trustee‑manager fails to comply with section 70(1) or (2) or any other provision of this Act as to the production of the register, P shall be liable to the same penalties as if P were an officer of the trustee‑manager in accordance with section 109, and the power of the court under section 102 extends to the making of orders against P and P’s officers and employees.
Power of court to rectify register
72.—(1) If —(a)
the name of any person is without sufficient cause entered in or omitted from the register of the unitholders of a registered business trust mentioned in section 69(1); or
(b)
default is made or unnecessary delay takes place in entering in the register the fact of any person having ceased to be a unitholder,
the person aggrieved or any unitholder or the trustee‑manager of the registered business trust, on behalf of the registered business trust, may apply to the court to rectify the register, and the court may refuse the application or may order rectification of the register and payment by the trustee‑manager of any damages sustained by any party to the application.
(2) On any application under subsection (1), the court may decide —(a)
any question relating to the title of any person who is a party to the application to have the person’s name entered in or omitted from the register of unitholders of a registered business trust mentioned in section 69(1), whether the question arises between unitholders or alleged unitholders or between unitholders or alleged unitholders on the one hand and the trustee‑manager of the registered business trust on the other hand; and
(b)
generally, any question necessary or expedient to be decided for the rectification of the register.
(3) The court when making an order to rectify a register of the unitholders of a registered business trust is to direct, by its order, a notice of the rectification to be so lodged with the Authority.
(4) No application to rectify a register of the unitholders of a registered business trust in respect of an entry which was made in the register more than 30 years before the date of the application is to be entertained by the court.
Limitation of liability of trustee, etc., registered as holder of units
73.—(1) Any trustee, executor or administrator of the estate of any deceased person who was registered in a register of the unitholders of a registered business trust, mentioned in section 69(1) and kept in Singapore, as the holder of a unit in the registered business trust may become registered as the holder of that unit as trustee, executor or administrator of that estate and is in respect of that unit subject to the same liabilities and no more as the trustee, executor or administrator would have been subject to if the unit had remained registered in the name of the deceased person.
(2) Any trustee, executor or administrator of the estate of any deceased person who was beneficially entitled to a unit in a registered business trust (being a unit registered in a register of the unitholders of the registered business trust mentioned in section 69(1) and kept in Singapore) may, with the consent of the trustee‑manager of the registered business trust on behalf of the registered business trust and of the registered holder of that unit, become registered as the holder of the unit as trustee, executor or administrator of that estate and is in respect of the unit subject to the same liabilities and no more as the trustee, executor or administrator would have been subject to if the unit had been registered in the name of the deceased person.
(3) Units in a registered business trust registered in a register of the unitholders of the registered business trust, mentioned in section 69(1) and kept in Singapore, and held by a trustee in respect of a particular trust must, at the trustee’s request, be marked in the register in such a way as to identify them as being held in respect of the trust.
(4) Subject to this section, no notice of any trust expressed, implied or constructive is to be entered in a register of the unitholders of a registered business trust mentioned in section 69(1) or is to be receivable by the Authority and no liabilities are affected by anything done pursuant to subsection (1), (2) or (3) or pursuant to the law of any other place which corresponds to this section and the trustee‑manager of the registered business trust concerned is not affected with notice of any trust by anything so done.
Division 3 — Annual Return
Annual returns and information
74.—(1) The trustee‑manager of a registered business trust must lodge with the Authority, within one month after the annual general meeting of the unitholders of the registered business trust, a return containing such statements and particulars as may be prescribed by the Authority.
(2) Any trustee‑manager of a registered business trust which contravenes subsection (1) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $50,000 and, in the case of a continuing offence, to a further fine not exceeding $5,000 for every day or part of a day during which the offence continues after conviction.
Source: Singapore Statutes Online (Attorney-General's Chambers), © Government of Singapore.
