§ 137 — Licensing of digital token service providers

137.—(1) Except as provided for in subsection (5), an individual or a partnership must not from a place of business in Singapore carry on a business of providing any type of digital token service outside Singapore unless the individual or the partnership has in force a licence.(2) For the purposes of subsection (1), where a person provides any type of digital token service while the person carries on any business (called in this subsection the primary business) from a place of business in Singapore —(a)

the person is presumed to carry on a secondary business of providing that type of digital token service from a place of business in Singapore, regardless whether the provision of that type of digital token service is related or incidental to the primary business; and

(b)

the presumption in paragraph (a) is not rebutted by proof that the provision of that type of digital token service is related or incidental, or is both related and incidental, to the primary business.

(3) Except as provided for in subsection (5), a Singapore corporation must not carry on a business, whether from Singapore or elsewhere, of providing any type of digital token service outside Singapore unless the Singapore corporation has in force a licence.

(4) For the purposes of subsection (3), where a person provides any type of digital token service while the person carries on any business (called in this subsection the primary business) —(a)

the person is presumed to carry on a secondary business of providing that type of digital token service regardless whether the provision of that type of digital token service is related or incidental to the primary business; and

(b)

the presumption in paragraph (a) is not rebutted by proof that the provision of that type of digital token service is related or incidental, or is both related and incidental, to the primary business.

(5) Subsections (1) and (3) do not apply to a person who carries on a business of providing a digital token service —(a)

unless otherwise provided for in regulations made under section 192 —(i)

that is —(A)

required to be licensed, approved or recognised under the Securities and Futures Act 2001; or

(B)

exempted from licensing, approval or recognition under the Securities and Futures Act 2001,

in respect of the carrying on of a business in a capital markets product regulated activity;

(ii)

that is —(A)

required to be licensed under the Financial Advisers Act 2001; or

(B)

exempted from licensing under the Financial Advisers Act 2001,

in respect of the carrying on of a business of providing a financial advisory service; or

(iii)

that is —(A)

required to be licensed under the Payment Services Act 2019; or

(B)

exempted from licensing under the Payment Services Act 2019,

in respect of the carrying on of a business of providing any digital payment token service;

(b)

that is specified in the Second Schedule; or

(c)

that belongs to a prescribed class of persons.

(6) A person that contravenes subsection (1) or (3) shall be guilty of an offence and shall be liable on conviction —(a)

in the case of an individual, to a fine not exceeding $125,000 or to imprisonment for a term not exceeding 3 years or to both and, in the case of a continuing offence, to a further fine not exceeding $12,500 for every day or part of a day during which the offence continues after conviction; or

(b)

in any other case, to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part of a day during which the offence continues after conviction.

(7) In this section —“capital markets product regulated activity” means any of the following activities:(a)

any regulated activity;

(b)

establishing or operating an organised market;

“financial advisory service” has the meaning given by section 2(1) of the Financial Advisers Act 2001;

“organised market” has the meaning given by Part 1 of the First Schedule to the Securities and Futures Act 2001;

“regulated activity” has the meaning given by section 2(1) of the Securities and Futures Act 2001;

“Singapore corporation” means a body corporate formed or incorporated in Singapore and includes a limited liability partnership.

—(1) Except as provided for in subsection (5), an individual or a partnership must not from a place of business in Singapore carry on a business of providing any type of digital token service outside Singapore unless the individual or the partnership has in force a licence.

(2) For the purposes of subsection (1), where a person provides any type of digital token service while the person carries on any business (called in this subsection the primary business) from a place of business in Singapore —(a)

the person is presumed to carry on a secondary business of providing that type of digital token service from a place of business in Singapore, regardless whether the provision of that type of digital token service is related or incidental to the primary business; and

(b)

the presumption in paragraph (a) is not rebutted by proof that the provision of that type of digital token service is related or incidental, or is both related and incidental, to the primary business.

(3) Except as provided for in subsection (5), a Singapore corporation must not carry on a business, whether from Singapore or elsewhere, of providing any type of digital token service outside Singapore unless the Singapore corporation has in force a licence.

(4) For the purposes of subsection (3), where a person provides any type of digital token service while the person carries on any business (called in this subsection the primary business) —(a)

the person is presumed to carry on a secondary business of providing that type of digital token service regardless whether the provision of that type of digital token service is related or incidental to the primary business; and

(b)

the presumption in paragraph (a) is not rebutted by proof that the provision of that type of digital token service is related or incidental, or is both related and incidental, to the primary business.

(5) Subsections (1) and (3) do not apply to a person who carries on a business of providing a digital token service —(a)

unless otherwise provided for in regulations made under section 192 —(i)

that is —(A)

required to be licensed, approved or recognised under the Securities and Futures Act 2001; or

(B)

exempted from licensing, approval or recognition under the Securities and Futures Act 2001,

in respect of the carrying on of a business in a capital markets product regulated activity;

(ii)

that is —(A)

required to be licensed under the Financial Advisers Act 2001; or

(B)

exempted from licensing under the Financial Advisers Act 2001,

in respect of the carrying on of a business of providing a financial advisory service; or

(iii)

that is —(A)

required to be licensed under the Payment Services Act 2019; or

(B)

exempted from licensing under the Payment Services Act 2019,

in respect of the carrying on of a business of providing any digital payment token service;

(b)

that is specified in the Second Schedule; or

(c)

that belongs to a prescribed class of persons.

(6) A person that contravenes subsection (1) or (3) shall be guilty of an offence and shall be liable on conviction —(a)

in the case of an individual, to a fine not exceeding $125,000 or to imprisonment for a term not exceeding 3 years or to both and, in the case of a continuing offence, to a further fine not exceeding $12,500 for every day or part of a day during which the offence continues after conviction; or

(b)

in any other case, to a fine not exceeding $250,000 and, in the case of a continuing offence, to a further fine not exceeding $25,000 for every day or part of a day during which the offence continues after conviction.

(7) In this section —“capital markets product regulated activity” means any of the following activities:(a)

any regulated activity;

(b)

establishing or operating an organised market;

“financial advisory service” has the meaning given by section 2(1) of the Financial Advisers Act 2001;

“organised market” has the meaning given by Part 1 of the First Schedule to the Securities and Futures Act 2001;

“regulated activity” has the meaning given by section 2(1) of the Securities and Futures Act 2001;

“Singapore corporation” means a body corporate formed or incorporated in Singapore and includes a limited liability partnership.