Statute Details
- Title: Securities and Futures (Exemption of OUE Hospitality Real Estate Investment Trust) Regulations 2019
- Act Code: SFA2001-S628-2019
- Legislation Type: Subsidiary legislation (SL)
- Authorising Act: Securities and Futures Act (Cap. 289)
- Enacting Authority: Monetary Authority of Singapore (MAS)
- Enacting Formula / Power: Powers conferred by section 337(1) of the Securities and Futures Act
- Citation: SL 628/2019
- Commencement: 18 September 2019
- Key Provisions:
- Regulation 1: Citation and commencement
- Regulation 2: Exemption from winding-up steps requirement
- Status: Current version as at 27 March 2026 (per provided extract)
- Made Date: 12 September 2019
What Is This Legislation About?
The Securities and Futures (Exemption of OUE Hospitality Real Estate Investment Trust) Regulations 2019 (“OUE H-REIT Exemption Regulations”) is a narrowly targeted piece of subsidiary legislation. In substance, it grants a specific exemption to the “responsible person” for OUE Hospitality Real Estate Investment Trust (OUE Hospitality REIT) from a statutory requirement to take winding-up steps after MAS withdraws its authorisation of the trust.
In plain terms, the Regulations address a particular regulatory event: MAS’s withdrawal of authorisation of OUE Hospitality REIT under section 288(7) of the Securities and Futures Act (“SFA”). When authorisation is withdrawn, the general legislative scheme in the SFA requires the responsible person to take “necessary steps to wind up” the trust. The Regulations carve out an exception for OUE Hospitality REIT, allowing it to avoid the immediate winding-up obligation that would otherwise follow from the withdrawal.
Because the Regulations are an exemption instrument, they do not create a new regulatory regime for REITs generally. Instead, they operate as a legal “override” for one trust and one consequence—winding-up steps—triggered by a specific authorisation withdrawal.
What Are the Key Provisions?
Regulation 1 (Citation and commencement) is procedural. It confirms the name of the Regulations and provides that they come into operation on 18 September 2019. For practitioners, this matters because the exemption’s legal effect begins on that date, and any compliance actions (or non-actions) taken before commencement may need to be assessed against the law as it stood at the time.
Regulation 2 (Exemption) is the substantive provision. It states that the responsible person for OUE Hospitality Real Estate Investment Trust is exempt from the requirement under section 295(2) of the Act to take the necessary steps to wind up the trust following the withdrawal of MAS’s authorisation of OUE Hospitality REIT under section 288(7) of the Act.
To understand the practical effect, it is helpful to map the statutory chain referenced in Regulation 2:
- Section 288(7) of the SFA concerns MAS’s ability to withdraw authorisation of a REIT (or relevant scheme) in specified circumstances. The withdrawal is the regulatory “trigger”.
- Section 295(2) of the SFA then imposes a general obligation on the responsible person to take “necessary steps” to wind up the trust after such withdrawal.
- Regulation 2 removes that obligation for OUE Hospitality REIT by granting an exemption.
Accordingly, the exemption is not a general suspension of all duties; it is specifically directed at the winding-up steps requirement that would otherwise apply after authorisation withdrawal. The wording is precise: the responsible person is exempt “from the requirement under section 295(2) … to take the necessary steps to wind up” following the withdrawal under section 288(7).
From a compliance and risk perspective, the key interpretive points are:
- Scope is limited to OUE Hospitality REIT: the exemption is trust-specific.
- Scope is limited to the winding-up obligation: it does not expressly exempt the responsible person from other provisions of the SFA or other regulatory obligations.
- Trigger is authorisation withdrawal under section 288(7): the exemption is tied to that particular event.
- Beneficiary is the “responsible person”: practitioners should ensure the correct entity/person is identified under the SFA framework, as the exemption is not automatically conferred on all stakeholders (e.g., unitholders) but on the statutory responsible party.
Finally, the Regulations conclude with the making statement: they were made on 12 September 2019 by Ravi Menon, Managing Director of MAS. This is relevant for formal validity and for understanding the administrative context in which MAS exercised its exemption-making power under section 337(1) of the SFA.
How Is This Legislation Structured?
The OUE H-REIT Exemption Regulations are extremely short and structured as a two-regulation instrument:
- Regulation 1 sets out the citation and commencement date.
- Regulation 2 provides the exemption, identifying the responsible person, the trust, the statutory requirement being exempted, and the statutory trigger event.
There are no schedules, definitions sections, or additional operational provisions in the extract provided. This is typical of targeted exemption regulations: the legal effect is achieved by direct reference to specific SFA provisions.
Who Does This Legislation Apply To?
The Regulations apply to the responsible person for OUE Hospitality Real Estate Investment Trust. In practice, this means the entity that the SFA designates as responsible for the REIT’s compliance and regulatory obligations. The exemption is therefore aimed at the party that would otherwise be required to take winding-up steps under section 295(2).
The Regulations do not, on their face, extend the exemption to unitholders, service providers, or other related parties. While those stakeholders may be affected by whether winding-up occurs, the legal duty being exempted is a duty imposed on the responsible person. Practitioners should therefore treat the exemption as a targeted relief mechanism rather than a broad reallocation of risk or obligations across the REIT’s ecosystem.
Why Is This Legislation Important?
Even though the Regulations are brief, they are legally significant because they alter the consequences of MAS’s withdrawal of authorisation. Under the SFA’s general framework, authorisation withdrawal would typically lead to winding up to protect investors and ensure orderly resolution. By exempting the responsible person from the winding-up requirement, the Regulations allow an alternative outcome to be pursued for OUE Hospitality REIT after authorisation withdrawal.
For practitioners, the importance lies in the interaction between the general statutory scheme and the exemption. Without the Regulations, section 295(2) would require winding-up steps. With the Regulations, that specific requirement is removed, which may affect:
- Investor communications and disclosure (because the expected winding-up pathway may not occur immediately, or at all, depending on the broader regulatory and commercial plan);
- Corporate and trust administration (because winding-up processes—such as cessation of activities, realisation of assets, and distribution mechanics—may be deferred or replaced);
- Regulatory compliance planning (because the responsible person must still consider what other duties remain applicable despite the exemption);
- Legal risk allocation (because the exemption changes the baseline duty and may influence liability arguments in disputes).
From an enforcement and regulatory governance standpoint, the Regulations also illustrate MAS’s ability to tailor outcomes through exemption powers. Section 337(1) empowers MAS to make regulations to provide exemptions in appropriate circumstances. This targeted approach suggests that MAS considered it appropriate—at least for this trust and this consequence—to permit a different regulatory resolution path than the default winding-up requirement.
Practically, lawyers advising the responsible person would focus on ensuring that the exemption is properly relied upon and that any alternative steps taken (if winding-up is not pursued) are consistent with remaining statutory duties, any conditions attached to authorisation or withdrawal, and any ongoing obligations under the SFA and related regulatory instruments.
Related Legislation
- Securities and Futures Act (Cap. 289) — in particular:
- Section 288(7) (withdrawal of authorisation)
- Section 295(2) (requirement to take necessary steps to wind up)
- Section 337(1) (power to make exemption regulations)
- Futures Act (noted in provided metadata as related legislation)
- Timeline / Legislation timeline resources (for version control and amendment tracking)
Source Documents
This article provides an overview of the Securities and Futures (Exemption of OUE Hospitality 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.