Corporate and officer liability

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Singapore statutes use a consistent technique for attributing offences to companies and their officers. The Penal Code offences are committed by the company through the acts and mental states of its directing mind, while the person who actually did the act is liable as principal or abettor. The regulatory statutes contain express provisions under which an officer who consented to or connived in the company's offence, or whose neglect contributed to it, is guilty of the same offence. The Payment Services Act and the Securities and Futures Act both contain such provisions, and MAS routinely names the chief executive and the compliance officer in enforcement actions.¹

For a Swiss parent with a Singapore subsidiary the exposure runs in both directions. A Singapore officer's offence may constitute the predicate for Swiss laundering charges when proceeds reach a Swiss account. The Swiss parent may in turn incur liability under Art. 102 SCC if the offence was made possible by a failure of organisation (see Part H, Chapter I). A compliance structure that treats the two entities as separate silos invites exactly that result.

Notes

Payment Services Act 2019, s 99 and Securities and Futures Act 2001, s 331 (offences by bodies corporate and liability of officers), Singapore Statutes Online. ↩

For general information only. This article does not constitute legal or tax advice, does not replace advice on an individual case and creates no lawyer-client relationship. It reflects the legal position as of October 2026.

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Dr Alexander Ressos, TEP

Of Counsel, KGP Legal LLC

I am Of Counsel with KGP Legal LLC in Singapore, where I work with a global client base of successful entrepreneurs and their families, independent asset managers, commodity trading houses and other commercial clients. I am a German and Swiss attorney-at-law, also admitted as a solicitor in England & Wales and in Hong Kong. I divide my time between Zug in Switzerland, Singapore and Hong Kong. Since 2017 I have advised international clients on more than 700 crypto and digital asset projects. I also have extensive experience in cross-border litigation and arbitration in Singapore, Hong Kong and other markets in South-East Asia and Greater China.

I operate across the key financial centres in South-East Asia, the Middle East and Switzerland, with a particular focus on asset protection, international tax and estate planning, as well as trusts, company administration and other fiduciary services. My philosophy is to serve as a trusted advisor working closely with my clients and to help them achieve their commercial objectives.

All Singapore law advice is provided through KGP Legal LLC, an established and duly licensed firm of Singapore advocates and solicitors.

KGP Legal LLC is a medium-sized law firm in Singapore that is capable of providing the full range of legal services and corporate administration work. Please contact me directly at [email protected] if you need any further information.

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SingaporeIQ is edited by Dr Alexander Ressos, an international business lawyer with more than 15 years of local experience in Singapore as a permanent resident, a Singapore registered foreign lawyer and managing partner of a Singapore foreign law practice. In addition to significant experience in cross-border investments and transactions, UHNWI private client work and sanctions/export controls, Dr Ressos has extensive experience in cross-border business and in crypto and digital-asset projects in Singapore, drawn from more than 700 projects since 2017.

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