Labuan Offshores Trusts Act 1996 · Updated to 1 Dec 2011 · Part IV · Trustees of Labuan Trusts
46B. Interpretation
Official textFrom Laws of Malaysia Online, unchanged
In this Part, unless the context otherwise requires—
―appointed enquirer‖, in relation to a trust, means any person who by the terms of the trust is appointed to make intervention calls;
trust
―trust‖ includes the trust property and the rights, powers, duties, interests, relationships and obligations under a trust;
―business‖, in relation to a company, includes the holding of shares or other assets and non-commercial activities;
―business risk‖, in relation to a company, includes—
any risk attached to any business of the company, or any connected company, when conducted in the manner in which it has in fact been conducted; or
any risk which can be expected to be attached to any projected business of the company;
―company‖, in relation to designated shares, means a Labuan company or a Labuan limited liability partnership established under the Labuan Limited Partnerships and Limited Liability Partnerships
Act 2010 that has issued the designated shares;
―designated shares‖ means shares in a Labuan company or partnership interests in a Labuan limited liability partnership
Labuan Trusts 59
established under the Labuan Limited Partnerships and Limited
Liability Partnerships Act 2010 comprised in a trust fund and in respect of which a valid direction under subsection 46D(1) has been made;
―designated trustee‖ means a company registered as a Labuan trust company under Part V of the Labuan Financial Services and
Securities Act 2010 to carry on business as a trust company in
Labuan;
―disposal‖, in relation to designated shares, includes—
the exercise of voting powers leading, or capable of leading, to the liquidation of the company or the cancellation of the shares or of any rights attached to them; and
the creation of any legal or equitable interest in the shares;
―interested person‖, in relation to a trust, means—
a beneficiary of the trust;
an object of a discretionary power over any of the capital or income of the trust;
a parent or legal guardian of any minor falling within paragraphs (a) or (b);
an enforcer;
a protector; or
an appointed enquirer;
―intervention call‖ means a call by an interested person under subsection 46H(1) for a trustee to intervene in the affairs of a company;
60 Laws of Malaysia ACT 554
―legal guardian‖, in relation to a minor, means a person legally recognized as his guardian in any jurisdiction with which the minor has a substantial connection;
―office of director rules‖ means rules referred to in subsection 46G(1) and any amendments made to the rules for the time being in force;
―trust‖, in relation to designated shares, means the trust on which the designated shares are held;
―trust fund‖, in relation to a trust, means property for the time being subject to the trust.
In this Part—
a reference to voting powers in respect of shares shall be taken to include a reference to powers to direct the voting of shares held by a nominee;
a reference, in relation to a trust, to a protector includes a person or a committee whose consent is requisite for the exercise of any powers;
a reference to the memorandum and articles of a company is a reference to the memorandum of association and articles of association of the company;
a company shall be taken to be connected with another corporation if—
that other corporation holds, directly or through a nominee, shares in that other corporation;
it is controlled directly or indirectly by that other corporation; or
it is connected with a corporation which is itself connected with that other corporation;
a ground for complaint concerning the conduct of a company’s affairs is permitted if it is specified as such in
Labuan Trusts 61
the trust instrument, and the expression ―permitted ground for complaint‖ shall be construed accordingly;
a reference to ―shares‖, ―director‖, ―dividends‖ and
―memorandum and articles of association‖ in relation to designated shares shall, where the designated shares are with respect to a Labuan limited liability partnership, be a reference to ―partnership units‖, ―designated partner‖,
―distributions‖ and ―partnership agreement‖ respectively and the provisions in this Part shall then be construed accordingly.
Terms defined in s 2
beneficiary
Defined · s 2―beneficiary‖ means a person entitled to benefit under a trust or in whose favour a discretion to distribute property held in trust may be exercised;
corporation
Defined · s 2―corporation‖ means a body corporate formed or incorporated or existing within Malaysia or outside Malaysia and includes a foreign Labuan company but does not include— (a) a corporation sole; (b) a trade union registered under written law as a trade union; or (c) a society registered under any written law relating to co-operative societies;
Labuan company
Defined · s 2―Labuan company‖ has the meaning assigned to it in the Labuan Companies Act 1990;
Labuan trust company
Defined · s 2―Labuan trust company‖ means a corporation registered as a Labuan trust company under Part V of the Labuan Financial Services and Securities Act 2010;
Malaysia
Defined · s 2―Malaysia‖ means the territories of the Federation of Malaysia, the territorial waters of Malaysia and the sea-bed and subsoil of the Labuan Trusts 9 territorial waters, and includes any area extending beyond the limits of the territorial waters of Malaysia, and the sea-bed and subsoil of any such area, which has been or may hereafter be designated under the laws of Malaysia and in accordance with international law as an area over which Malaysia has sovereign rights for the purposes of exploring and exploiting the natural resources, whether living or non-living;
minor
Defined · s 2―minor‖ means a person who has not attained the age of majority under the proper law of a trust or, where no law has been chosen, the law of his domicile;
person
Defined · s 2―person‖ includes a corporation, a partnership, a body of persons, corporate or unincorporated, and a corporation sole;
property
Defined · s 2―property‖ includes— (a) property of every kind, whether corporeal or incorporeal, movable or immovable, tangible or intangible, however acquired; or (b) legal documents or instruments in any form, including electronic or digital, evidencing title to or interest in, such property, including bank cheques, money orders, shares, securities, bonds, bank drafts and letters of credit;
specified
Defined · s 2―specified‖, where no mode is mentioned in this Act, means specified from time to time in writing, and a power to specify includes the power to specify differently for different persons or different classes, categories or description of persons;
terms of the trust
Defined · s 2―terms of the trust‖ means the written or oral terms of a trust or any other terms applicable under its proper law;
trust
Defined · s 2―trust‖ includes the trust property and the rights, powers, duties, interests, relationships and obligations under a trust;
trust instrument
Defined · s 2―trust instrument‖ means an instrument by which a trust is created and includes a unilateral declaration of trust and any instrument varying the terms of the trust;
trustee
Defined · s 2―trustee‖ means a person appointed to act as a trustee of a trust in accordance with the provisions of this Act;
Part V