Legislative Update: MAS Payment Services Bill introduced in Parliament

Significance: new Payment Services Bill by the Monetary Authority of Singapore (MAS) was introduced in Parliament on 19 November 2018. This new law will replace the Payment Systems (Oversight) Act (Cap. 222A) (“PS(O)A”) and the Money-Changing and Remittance Businesses Act (Cap. 187) (“MCRBA”).

The proposed new law will apply to:-

a) account issuance service;
b) domestic money transfer service;
c) cross border money transfer service;
d) merchant acquisition services;
e) e-money issuance service;
f) digital payment token service (cryptocurrencies or virtual currencies);
g) money-changing service.

Continue reading “Legislative Update: MAS Payment Services Bill introduced in Parliament”

Case Update: Winsta Holding Pte Ltd and another v Sim Poh Ping and others [2018] SGHC 239 – Singapore High Court rules on but for causation for equitable compensation

Significance: Singapore High Court (Coram: Chua Lee Ming J) held that AIB Group (UK) plc v Mark Redler & Co Solicitors [2014] 3 WLR 1367 (“AIB”) should be followed in that but-for causation should be established by the claimant to obtain equitable compensation where there has been a breach of trust.

Continue reading “Case Update: Winsta Holding Pte Ltd and another v Sim Poh Ping and others [2018] SGHC 239 – Singapore High Court rules on but for causation for equitable compensation”

Case Update: Trade Mark Application by Megaport (Services) Pty Ltd and opposition by Singapore Telecommunications Limited [2018] SGIPOS 17

Trade Mark Application by Megaport (Services) Pty Ltd and opposition thereto by Singapore Telecommunications Limited (“Megaport”) [2018] SGIPOS 17

Significance

Singtel lost in its objection application against Megaport with regard to its MEG@POP / Meg@Pop trade marks.

Continue reading “Case Update: Trade Mark Application by Megaport (Services) Pty Ltd and opposition by Singapore Telecommunications Limited [2018] SGIPOS 17”

Case Update: Lee Tat Development Pte Ltd v Management Corporation Strata Title Plan No 301 [2018] SGCA 50 – Court of Appeal holds no tort of abuse of process in Singapore and no tort of malicious prosecution in civil cases

Lee Tat Development Pte Ltd v Management Corporation Strata Title Plan No 301 [2018] SGCA 50

Significance

The Court of Appeal held that there is no tort of abuse of process in Singapore, and also that a party is not entitled to claim for damages for the tort of malicious prosecution in civil cases.

Continue reading “Case Update: Lee Tat Development Pte Ltd v Management Corporation Strata Title Plan No 301 [2018] SGCA 50 – Court of Appeal holds no tort of abuse of process in Singapore and no tort of malicious prosecution in civil cases”

MAS Circular Controls And Disclosures To Be Implemented By Licensed Securities-Based Crowdfunding Operators

The Monetary Authority of Singapore (MAS) recently issued a circular No. CMI 27/2018 on “Controls And Disclosures To Be Implemented By Licensed Securities-Based Crowdfunding Operators”.

This Circular sets out requirements on licensed Securities-Based Crowdfunding (SCF) operators in 5 areas:

  1. Due diligence checks on issuers.
  2. Management of issuer defaults.
  3. Management of SCF platform cessation.
  4. Disclosure of interest and default rates.
  5. Governance and management of auto-allocation tools.

Continue reading “MAS Circular Controls And Disclosures To Be Implemented By Licensed Securities-Based Crowdfunding Operators”

Article: Share Capitalisation Table for Financing and Equity Rounds

What is a Capitalisation Table?

The capitalisation table (cap table) is a single, internally-consistent document explaining how ownership over the company is divided.

When a company is initially set up, 100% of the ownership over the company will typically be allocated to the founders and angel investors, with a specific number of shares allocated to each individual. The cap table records how these shares are allocated.

Continue reading “Article: Share Capitalisation Table for Financing and Equity Rounds”

Legislative Update: Market Operators in Singapore – Cryptocurrency and Digital Token Exchanges

Updated: Cryptocurrency and digital token exchanges may be market operators or digital payment token exchange

Cryptocurrency and digital token exchanges (“Token Exchanges”) which allow the trading and exchange of any token which are “capital markets products”, that is securities, shares, bonds, debentures, units in collective investment schemes, regulated under the SFA would likely be deemed to be market operators: see Case Study 6 of the Guide to Digital Token Offerings issued on 14 November 2017, revised on 30 November 2018 (the “DTO Guide”).

Token Exchanges which do not allow trading of any capital markets products regulated under the SFA would not be deemed market operators. However, the Monetary Authority of Singapore (“MAS”) will regulate such exchanges which allow trading of cryptocurrency and digital payment tokens (or virtual currencies) that are not security tokens under a proposed new Payments Services Act (“PSA“): see analysis of the Payment Services Bill here

Operators of Token Exchanges that allow trading of “capital markets products” will need to obtain MAS’s approval, recognition or exemption under the SFA.

Operators of Token Exchanges that allow trading of digital payment tokens that are not security tokens or “capital markets products” will need to apply for a licence from MAS under the PSA. Exchanges licensed under the PSA to perform such activities will be required to comply with AML/CFT requirements, including those relating to identification and verification of customer, ongoing monitoring, screening for ML/TF concerns, suspicious transaction reporting and record keeping. More information on this will emerge subsequently. 

Continue reading “Legislative Update: Market Operators in Singapore – Cryptocurrency and Digital Token Exchanges”