Statute Details
- Title: Securities and Futures (Exemption of Fortune Real Estate Investment Trust) Regulations 2019
- Act Code: SFA2001-S697-2019
- Type: Subsidiary Legislation (SL)
- Authorising Act: Securities and Futures Act (Cap. 289) (“SFA”)
- Enacting authority: Monetary Authority of Singapore (MAS)
- Commencement: 22 October 2019
- Legislation number: S 697/2019
- Status (as provided): Current version as at 27 March 2026
- Key provisions (from extract):
- Regulation 1: Citation and commencement
- Regulation 2: Exemption from winding-up requirement after withdrawal of authorisation
- Core legal references: SFA sections 288(7), 295(2), and 337(1)
What Is This Legislation About?
The Securities and Futures (Exemption of Fortune Real Estate Investment Trust) Regulations 2019 is a narrowly tailored piece of Singapore financial regulation. In plain terms, it creates a specific exemption for the “responsible person” of Fortune Real Estate Investment Trust (“Fortune REIT”) from a statutory winding-up obligation that would otherwise arise when MAS withdraws the REIT’s authorisation.
Under the Securities and Futures Act (SFA), a real estate investment trust that is authorised by MAS is subject to a regulatory framework designed to protect investors and ensure orderly market conduct. If MAS withdraws authorisation, the SFA generally requires the responsible person to take steps to wind up the REIT. This subsidiary legislation modifies that general rule for Fortune REIT only.
Accordingly, the Regulations do not establish a new regulatory regime for REITs. Instead, they operate as a targeted “safety valve” within the SFA: MAS uses its statutory power to exempt a particular entity from a particular consequence, presumably to accommodate a specific corporate or investor-protection outcome that MAS considered appropriate at the time.
What Are the Key Provisions?
Regulation 1 (Citation and commencement) is procedural. It confirms the short title of the Regulations and states that they come into operation on 22 October 2019. For practitioners, this matters because the exemption’s legal effect begins on that date, and it may affect whether certain actions taken before or after commencement are covered by the exemption.
Regulation 2 (Exemption) is the substantive provision. It provides that the responsible person for Fortune REIT is exempted from the requirement under section 295(2) of the SFA to take necessary steps to wind up Fortune REIT following the withdrawal of MAS’s authorisation under section 288(7) of the SFA.
To understand the legal mechanics, it helps to map the cross-references. Section 288(7) of the SFA concerns MAS’s power to withdraw authorisation of a REIT. Once authorisation is withdrawn, section 295(2) would ordinarily require the responsible person to take “necessary steps” to wind up the REIT. Regulation 2 overrides that consequence for Fortune REIT by carving out an exemption from the winding-up requirement.
In practical terms, Regulation 2 means that if MAS withdraws Fortune REIT’s authorisation under section 288(7), the responsible person will not be compelled—by virtue of section 295(2)—to proceed with winding up. The exemption does not necessarily mean that all regulatory obligations disappear; rather, it specifically removes the statutory winding-up step that would otherwise follow authorisation withdrawal. Lawyers should therefore consider what other duties may still apply under the SFA, the REIT’s constitution, and any conditions imposed by MAS at earlier stages.
Finally, the enacting formula indicates that MAS made the Regulations on 3 October 2019, and that they are made in exercise of powers conferred by section 337(1) of the SFA. Section 337(1) is the enabling provision that authorises MAS to make regulations for specified purposes, including exemptions. For practitioners, this is relevant when assessing the legal basis and the limits of MAS’s regulatory discretion.
How Is This Legislation Structured?
The Regulations are extremely concise and consist of an enacting formula and two regulations:
- Regulation 1: sets out the citation and commencement date.
- Regulation 2: sets out the exemption from the winding-up requirement for Fortune REIT’s responsible person.
There are no schedules, no definitions section in the extract, and no additional procedural steps described. The structure reflects the Regulations’ purpose: to deliver a single legal effect—an exemption—without expanding the broader REIT regulatory framework.
Who Does This Legislation Apply To?
The Regulations apply specifically to the responsible person for Fortune Real Estate Investment Trust. In the SFA context, “responsible person” is a defined regulatory concept tied to the governance and compliance obligations of the REIT. The exemption is therefore not directed at investors, unit holders, or the REIT itself in a generic sense; it is directed at the party responsible for ensuring compliance with the SFA’s requirements.
Because the exemption is named and entity-specific, it does not apply to other REITs. Other REITs that face withdrawal of authorisation under section 288(7) would generally remain subject to the winding-up requirement under section 295(2), unless they have their own exemptions or alternative regulatory arrangements.
Why Is This Legislation Important?
Although the Regulations are short, they can be highly consequential. Winding up is a major corporate and investor-impact event. It affects asset realisation, distribution of proceeds, governance, and the timing and certainty of outcomes for unit holders. By exempting Fortune REIT’s responsible person from the statutory winding-up requirement after authorisation withdrawal, the Regulations potentially allow a different resolution pathway—one that MAS considered more appropriate in the circumstances.
From a legal risk perspective, the exemption reduces the likelihood of an automatic statutory obligation to wind up. That can be critical for transaction planning, restructuring, and compliance strategy. For example, if MAS withdraws authorisation due to a change in circumstances, the responsible person may need to manage investor communications and corporate actions. The exemption provides legal clarity that the winding-up obligation under section 295(2) does not automatically apply.
For practitioners advising REIT managers, trustees, or responsible persons, the key takeaway is that MAS can tailor outcomes through subsidiary legislation. This underscores the importance of checking not only the main SFA provisions but also any entity-specific regulations or exemptions that may modify statutory consequences. In disputes or compliance reviews, the existence of a targeted exemption can be decisive when assessing whether a responsible person acted lawfully and within the correct regulatory framework.
Enforcement and compliance implications also follow. If the responsible person is exempt from winding up, MAS and other stakeholders may still expect compliance with other SFA requirements (for example, ongoing disclosure obligations, conduct requirements, or any conditions attached to authorisation or subsequent approvals). Lawyers should therefore treat the exemption as a narrow carve-out rather than a blanket removal of all duties.
Related Legislation
- Securities and Futures Act (Cap. 289) — in particular:
- Section 288(7): withdrawal of MAS authorisation of a REIT
- Section 295(2): winding-up requirement after withdrawal of authorisation
- Section 337(1): enabling power for MAS to make regulations (including exemptions)
- Futures Act (as listed in metadata)
- Timeline (as listed in metadata)
Source Documents
This article provides an overview of the Securities and Futures (Exemption of Fortune Real Estate Investment Trust) Regulations 2019 for legal research and educational purposes. It does not constitute legal advice. Readers should consult the official text for authoritative provisions.