Approval to hold a stake in a financial sector company of more than 15% - DBS Group Holdings Ltd

Administered by Department of the Treasury

Legislation au C2015G00841 In force Gazette

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Approval to hold a stake in a financial sector company of more than 15%

Financial Sector (Shareholdings) Act 1998

To: DBS Group Holdings Ltd, Company Registration Number 199901152M, (DBS Holdings) and the persons named in the attached schedules (its associates)

 

SINCE

 

  1. DBS Holdings and its associates listed in schedule 1 have applied for an approval under section 13 of the Financial Sector (Shareholdings) Act 1998 (the Act), to hold a stake of more than 15% in DBS Bank Ltd ABN 46 601 105 373 (DBS); and

 

B.                 Temasek Holdings (Private) Ltd (Temasek) and its associates listed in schedule 2 have applied for an approval under section 13 of the Act to hold a stake of more than 15% in DBS Holdings; and

 

C.                 I am satisfied it is in the national interest to approve DBS Holdings and each of its associates listed in schedule 1 to hold a stake in DBS of more than 15%; and

 

D.                 I am satisfied it is in the national interest to approve Temasek and it associates listed in schedule 2 to hold a stake in DBS Holdings of more than 15%.

 

I, Keith Chapman, a delegate of the Treasurer, under subsection 14(1) of the Act, APPROVE DBS Holdings and each of its associates listed in schedule 1 to hold a stake in DBS of 100% and APPROVE Temasek and each of its associates listed in schedule 2 to hold a stake in DBS Holdings of 40%.

 

 

Dated: 1 June 2015

 

[Signed]

 

Keith Chapman

Executive General Manager

Specialised Institutions Division

 

 

Interpretation

In this Notice:

financial sector company has the meaning given in section 3 of the Act.

stake in relation to a company, has the meaning given in clause 10 of Schedule 1 to the Act.

unacceptable shareholding situation has the meaning given in section 10 of the Act

Note 1 Under section 14 of the Act, the Treasurer must give written notice of this Approval to the applicant and financial sector company concerned and must publish a copy of this notice in the Gazette.

Note 2 Under paragraph 16(2)(a) of the Act, the Treasurer may, by written notice given to a person who holds an Approval under section 14, impose one or more conditions or further conditions to which the Approval is subject. Under paragraph 16(2)(b) of the Act, the Treasurer may revoke or vary any conditions imposed under paragraph 16(2)(a) of the Act or specified in the Notice of Approval. The Treasurer’s powers under subsection 16(2) may be exercised on the Treasurer’s own initiative or an application made to the Treasurer in accordance with the requirements of subsection 16(4) of the Act, by the person who holds the Approval (see subsection 16(3) of the Act).

Note 3 A person who holds an Approval under section 14 of the Act may apply to the Treasurer under subsection 17(1) of the Act, to vary the percentage specified in the Approval.


Note 4 Under subsection 17(6) of the Act, the Treasurer may, on the Treasurer’s own initiative, by written notice given to a person who holds an Approval under section 14, vary the percentage specified in the Approval if the Treasurer is satisfied it is in the national interest to do so.

 

Note 5 The circumstances in which the Treasurer may revoke a person’s Approval under section 14 are set out in subsection 18(1) of the Act.

 

Note 6 Section 19 of the Act provides for flow-on approvals.  If an Approval has been granted for the holding of a stake in a financial sector company and the financial sector company is a holding company for an authorised deposit-taking institution or an authorised insurance company, then an approval is taken to exist for the holding of a stake of equal value in each financial sector company that is a 100% subsidiary of the holding company.

 

Note 7 Under section 11 of the Act, a person or 2 or more persons under an arrangement are guilty of an offence if the person(s) acquires shares in a company and the acquisition has the result, in relation to a financial sector company, that:

(i)                  an unacceptable shareholding situation comes into existence; or

(ii)                if an unacceptable shareholding situation already exists in relation to the company and in relation to a person – there is an increase in the stake held by the person in the company;

 

and the person(s) was reckless as to whether the acquisition would have that result. A maximum penalty of 400 penalty units applies or by virtue of subsection 4B(3) of the Crimes Act 1914, in the case of a body corporate, a penalty not exceeding 2,000 penalty units. By virtue of section 39 of the Act, an offence against section 11 is an indictable offence.

 

Note 8 Under section 32(3) of the Act, if a person has engaged in or is proposing to engage in any conduct in contravention of a condition to which an approval under section 14 is subject, the Federal Court may, on the application of the Treasurer, grant an injunction:

(i)                  restraining the person engaging in the conduct; and

(ii)                if in the court’s opinion, it is desirable to do so, requiring the person to do something.

 

 


Schedule 1- Associates of DBS Holdings

 

Temasek Holdings (Private) Ltd

Maju Holdings Pte Ltd

Keppel Corporation Limited

Alliance Financial Group Berhad

 

 

Schedule 2- Associates of Temasek

 

Maju Holdings Pte Ltd

Keppel Corporation Limited

Alliance Financial Group Berhad

 

 

 

Overview

The Financial Sector (Shareholdings) Act 1998 was enacted to address the problem of potentially undesirable levels of control or influence over financial sector companies by ensuring that significant shareholdings are subject to scrutiny and approval. This Act was passed by the Australian Parliament with the policy objective of safeguarding the stability and integrity of the financial sector by preventing unacceptable concentrations of ownership and control. Keith Chapman, as a delegate of the Treasurer, issued the approval for DBS Group Holdings Ltd and Temasek Holdings (Private) Ltd, along with their respective associates, to hold stakes in their respective entities exceeding 15%, as stipulated in the Act. The approval was granted on the basis that it was in the national interest, and conditions may be imposed, varied, or revoked by the Treasurer under the provisions of the Act. This legislative framework ensures that significant shareholdings in financial sector companies are closely monitored to maintain the robustness of the financial system.

Scope and Application

The Financial Sector (Shareholdings) Act 1998 governs the acquisition and holding of significant stakes in financial sector companies within Australia, focusing on ensuring the stability and integrity of the financial sector. This Act applies to entities, both domestic and foreign, that seek to acquire or hold a stake exceeding 15% in an Australian financial sector company. The Act imposes a national jurisdiction, applying to all entities within Australia's borders, as well as to foreign entities seeking to influence Australian financial institutions. The Act mandates that such acquisitions require explicit approval from the Treasurer, ensuring that significant shareholdings are assessed for their potential impact on national financial stability. Additionally, the Act allows for the delegation of approval authority to authorised officers, enabling a more streamlined process for certain transactions. Exclusions and exemptions are not explicitly detailed in the primary text but may be specified in subordinate legislation or conditions attached to approvals. The Act also provides mechanisms for varying or revoking approvals, reinforcing its adaptability to changing circumstances or new information regarding the national interest.

Key Provisions

The key sections of the Financial Sector (Shareholdings) Act 1998 (the Act) relevant to this legislation include section 13, which provides the process for applying for approval to hold a stake in a financial sector company of more than 15%; section 14, which outlines the process for the Treasurer to grant the approval; section 16, which details the process for imposing, varying, or revoking conditions on the approval; section 17, which allows for the variation of the percentage specified in the approval; and section 18, which sets out the circumstances in which the Treasurer may revoke an approval. Section 19 provides for flow-on approvals, where an approval for a holding company also applies to its 100% subsidiaries. Under the Act, DBS Holdings and its associates, as well as Temasek and its associates, are subject to certain obligations and requirements. They must apply for approval to hold a stake in a financial sector company of more than 15%, and the Treasurer may impose conditions on the approval. The Treasurer must notify the applicants and the financial sector company concerned of the approval, and must publish a copy of the notice in the Gazette. The Treasurer may also vary the percentage specified in the approval, or revoke the approval if it is in the national interest to do so. There are also penalties and consequences for breach of the Act. Under section 11, a person or persons under an arrangement who acquire shares in a company and result in an unacceptable shareholding situation, or an increase in the stake held by a person in a company, may be guilty of an offence if they were reckless as to whether the acquisition would have that result. The maximum penalty for an individual is 400 penalty units, or 2,000 penalty units for a body corporate. Under section 32(3), the Federal Court may grant an injunction to restrain a person from engaging in conduct in contravention of a condition to which an approval under section 14 is subject, or require the person to do something if in the court’s opinion, it is desirable to do so. In summary, the Financial Sector (Shareholdings) Act 1998 provides a process for approving the holding of a stake in a financial sector company of more than 15%, with certain obligations and requirements on the parties concerned. There are also penalties and consequences for breach of the Act, including indictable offences and injunctions.

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Sourced from the Federal Register of Legislation at 26 August 2026. For the latest information on Australian Government law please go to https://www.legislation.gov.au.