Equity interest exclusions introduced by Significant Investments Review (Disregarded Equity Interests) Regulations 2025
19 November 2025
The Significant Investments Review (Disregarded Equity Interests) Regulations 2025 (“Regulations”) were gazetted on 15 October 2025 and came into effect on 16 October 2025. These Regulations clarify the treatment of certain equity interests under section 14 of the Significant Investments Review Act 2024 (“SIRA”).
Under section 14 of SIRA, the concept of “holding an equity interest” is central to determining whether a person meets control thresholds that trigger notification or approval requirements. The Regulations specify that the following types of equity interests are disregarded for the purposes of section 14:
- An equity interest held by a person as a bare trustee.
- An equity interest held by a person whose ordinary business includes the lending of money, if the person holds the interest only by way of security for the purposes of a transaction entered into in the ordinary course of business in connection with the lending of money.
With these exclusions in place, section 14 continues to cover all other equity interests that confer beneficial ownership or control - whether held directly or indirectly, through corporate structures, contractual arrangements, or investment vehicles - provided they are not held solely as a bare trustee or by way of security in the ordinary course of lending.
Background
SIRA establishes a framework for the review of both domestic and foreign significant investments into entities deemed critical to Singapore’s national security. The Regulations support this framework by ensuring that control assessments under SIRA focus on substantive ownership and influence.
Reference materials
The following materials are available on Singapore Statutes Online sso.agc.gov.sg: