Guildeline of Share Redenomination for Singapore Private Company
A company having a share capital may by ordinary resolution (the “Resolution”) convert its share capital or any class of shares from one currency to another currency. This means the company can change the currency of its share capital more than once. Each time the company wishes to make a conversion, it must pass an ordinary resolution, but there is no limit on the number of times this can be done.
Redenomination of shares does not affect the rights or obligations of members under the company’s constitution. In particular, it does not affect the entitlement to dividends or voting rights.
Important Notes
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To decide on the conversion rate, a company can do one of the following:
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Use the spot rate prevailing on a date specified in the resolution.
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Take the average exchange rate over a time period as specified in the Resolution.
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Redenomination may take place on the date that the Resolution was passed or on a later date specified in the resolution.
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The day or period specified must be within the period of conversion rate 28 days ending on the day before the Resolution is passed.
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Within 14 days after passing the Resolution, a company must deliver a notice in the specified form to the Registrar for registration in relation to the redenomination.
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