Resource Guide

Section 3: Concepts and Terms | 25 3.2 Regulatory Environment The regulatory environment for Singapore-incorporated companies is described in Sections 1.3 to 1.8 of the Board Guide. This environment includes: • Legislation and common law : Statutes passed by Parliament (for example, the Companies Act) and subsidiary legislation which includes rules and regulations (for example, Companies (Accounting Standards) Regulations) that companies must adhere to. The common law (i.e. the rules created by judicial decisions) is a complementary regime in that it clarifies and fills in gaps in the legislation. • Rules and Codes : These are issued by a regulatory body, to which a company is subject by virtue of membership, statutory duty, or otherwise (for example, the SGX-ST Listing Rules for a listed company). • “Comply or explain” requirements : These are codes issued by a regulatory body. Companies should explain its compliance, or provide an explanation on its non-compliance and the alternative arrangements in place (for example, the Code of Corporate Governance). The Guides in this series specifically focus on key provisions of: • The Companies Act (Cap. 50). • The Securities and Futures Act (Cap.289). • The Listing Manual of the Singapore Exchange Securities Trading Limited (SGX-ST Listing Manual). • The Code of Corporate Governance (the Code). References to the specific provisions of the respective Acts, the SGX-ST Listing Manual and the Code are usually contained in footnotes in the Guides. Applicable Guide(s)