MAS Imposes Due Diligence Requirements for Corporate Finance Advisers
The Monetary Authority of Singapore (MAS) today issued a Notice imposing mandatory baseline standards of due diligence and conduct requirements for corporate finance (CF) advisers [1] . These requirements raise the standards of conduct of CF advisers, improve the quality of disclosures and allow investors to make informed decisions.
CF advisers that assist entities in fund raising from the general public will henceforth be subject to mandatory minimum standards when conducting due diligence on CF transactions. These include conducting background checks and interviews with relevant stakeholders [2] ; conducting site visits of prospective issuers’ key assets; assessing knowledge, skills and experience of third-party service providers; as well as ensuring that material issues [3] are satisfactorily resolved or clearly disclosed. CF advisers will also have to comply with enhanced requirements to mitigate conflicts of interests, such as where the adviser’s related corporations or controlling shareholders also provide services to the same customer.
Mr Lim Tuang Lee, Assistant Managing Director (Capital Markets), MAS, said, “Corporate finance advisers, through their work in advising prospective issuers, enable investors to make informed decisions by facilitating adequate and accurate disclosures. They play an important role in safeguarding investor interests and the integrity of our capital markets.”
These requirements are set out in the Notice on Business Conduct Requirements for Corporate Finance Advisers. MAS has taken into account feedback received from the public consultation. The Notice can be accessed here , and the public consultation and MAS’ response to the feedback received can be found here . MAS thanks all respondents for their feedback.
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- [1] CF advisers refer to holders of a capital markets services (CMS) licence and banks, merchant banks and finance companies exempt from holding a CMS licence to undertake the regulated activity of advising on corporate finance.
- [2] Such relevant stakeholders include controlling shareholders, key management and major customers and suppliers of the prospective issuer.
- [3] For example, material allegations against the prospective issuer.
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