305

(1) The Exchange may exercise administrative powers for the purposes of ensuring that the market is fair, orderly and transparent, and that the Exchange does not act contrary to the interests of the investing public, including the powers to:
(a) issue public queries to an issuer;
(b) require an issuer to make specified disclosures;
(ba) require any Relevant Person to provide information, documents or electronic records to the Exchange;
(c) require an issuer to obtain the prior approval of the Exchange under Rule 720(2)(a), for a period not exceeding 3 years, for the appointment or reappointment of a director or an executive officer;
(d) object to the appointments or reappointments of individual directors or executive officers in any issuer for a period not exceeding 3 years;
(e) require an issuer to appoint special auditors, additional auditors, compliance advisers, legal advisers or other independent professionals for specified purposes;
(ea) require the special auditors’ or additional auditors’ findings to be reported to the Exchange, the issuer’s Audit Committee or such other party as the Exchange may direct;
(eb) object to the appointment of an auditor or require an issuer to replace the auditor if the Exchange is of the opinion that it is in the interest of shareholders to do so or that the new auditor does not satisfy the requirement in Rule 712. This rule does not apply to a financial institution licensed or approved by the Monetary Authority of Singapore;
(f) take over supervision (in full or in part) of an issuer;
(g) waive or modify compliance with a listing rule (or part of a rule);
(h) halt or suspend trading of listed securities of an issuer under Rules 1302 and 1303;
(i) impose conditions on the authorization of a sponsor under Rule 206 or registration of a registered professional under Rule 213;
(j) remove an issuer from the Official List under Rules 724(2), 746(5), 1017(2), 1304, 1305(1)(c) and 1305(1)(e); and
(k) impose any other requirements on Relevant Person which the Exchange considers appropriate.
(2) The circumstances under which the Exchange may exercise its powers under Rule 305(1)(d) include:
(a) where the director or executive officer has refused to extend cooperation to the Exchange or other regulatory agencies on regulatory matters;
(b) where the director or executive officer has contravened any relevant laws, regulations and rules (including those of any professional or regulatory bodies) relating to fraud, dishonesty, the securities or futures industry, corruption or breaches of fiduciary duties, in Singapore or elsewhere; and
(c) where the director or executive officer is being investigated or is the subject of proceedings for breach of any relevant laws, regulations and rules (including those of any professional or regulatory bodies) relating to fraud, dishonesty, the securities or futures industry, corruption or breaches of fiduciary duties, in Singapore or elsewhere.
(3) The Exchange may exercise investigative and enforcement powers for the purposes of enforcing the Rules, including the powers to:
(a) initiate and conduct investigations against a Relevant Person;
(b) initiate disciplinary proceedings against a Relevant Person;
(c) take enforcement action against a Relevant Person including the following:
(i) issuing a private warning to a Relevant Person;
(ii) issuing a public reprimand to a Relevant Person;
(iii) offering a composition sum to an issuer, sponsor or registered professional;
(iv) requiring an issuer to appoint special auditors, compliance advisers, legal advisers or other independent professionals for specified purposes;
(v) requiring an issuer to implement an effective education or compliance programme;
(vi) requiring an issuer to appoint independent advisers to minority shareholders;
(vii) requiring an issuer's directors or executive officers to undertake a mandatory education or training programme;
(viii) requiring an issuer to undertake an independent review of internal controls and processes;
(ix) requiring an issuer to perform other remedial action to rectify the consequences of contraventions;
(x) denying an issuer of facilities of the market, prohibiting an issuer from accessing the facilities of the market for a specified period or until fulfilment of specified conditions;
(xi) requiring an issuer to comply with conditions on the activities undertaken by the issuer;
(xii) halting or suspending trading of listed securities of an issuer;
(xiii) removing an issuer from the Official List;
(xiv) imposing conditions on the authorisation of a sponsor or registration of a registered professional;
(xv) revoking the authorisation of a sponsor or cancelling registration of a registered professional;
(xvi) suspending or restricting the activities of a sponsor or registered professional;
(xvii) requiring an education program to be undertaken by a sponsor or registered professional;
(xviii) requiring an issuer to obtain the prior approval of the Exchange, for a period not exceeding 3 years, for the appointment or reappointment of a director or an executive officer;
(xix) prohibiting any issuer for a period not exceeding 3 years from appointing or reappointing the director or executive officer, as a director or executive officer, or both;
(xx) requiring the resignation of the director or executive officer from an existing position with any issuer listed on the Exchange;
(xxi) objecting to the appointments or reappointments of individual directors or executive officers in any issuer for a period not exceeding 3 years; and
(xxii) imposing any other requirements on a Relevant Person which the Exchange considers appropriate.
(4) Where a Relevant Person does not comply with requirements imposed by the Exchange set out in Part III of this Chapter, the Relevant Person shall be deemed to have contravened the Rules.
(5) The Exchange may charge, and the Disciplinary Committee may exercise its powers against, a sponsor or registered professional who:
(a) breaches any Rule, or any condition or restriction imposed by the Exchange;
(b) breaches any provisions involving fraud or dishonesty, whether in or out of Singapore;
(c) breaches director's duties; or
(d) engages in conduct detrimental to the financial integrity, reputation or interests of the Exchange.

Amended on 7 October 20157 October 2015, 7 February 20207 February 2020, 7 February 20207 February 2020, 12 February 2021 and 1 August 2021.