On 1 September 2026, the Monetary Authority of Singapore published a consultation paper setting out proposed legislative amendments to the Payment Services Act 2019 to implement its regulatory framework for single-currency stablecoins. Much of the commentary since has focused on what this means for issuers, exchanges and treasury desks holding payment tokens as an asset class. That is a fair reading, but it is not the whole story for a Singapore private company that already holds, or is applying for, a Payment Services Act licence.

For directors and company secretaries, this consultation is not primarily a product question. It is a governance question. A new licence category sits alongside the existing money-changing, standard payment institution and major payment institution licences, thresholds are being set that determine which licence a company must hold, and reserve, custody and disclosure obligations are being proposed that will need to be reflected in board oversight, statutory registers and constitutional documents well before any final rules take effect. Our sister site has already covered the fund-structuring angle for VCCs and family offices with payment-token exposure; this article looks instead at what a company secretary and board sitting behind a Singapore Payment Services Act licence, or considering one, should be doing during the consultation window.

The consultation closes on 16 October 2026. That gives boards roughly five weeks from the time of writing to review their position, and it is a window worth using deliberately rather than letting it lapse unattended.

What MAS is actually proposing

The consultation paper proposes amendments to the Payment Services Act 2019 to give legal effect to the MAS single-currency stablecoin framework first outlined in 2023, together with a number of new proposals that respond to market developments since then. The headline elements, drawn from the consultation paper and MAS’s accompanying media release, are:

  • A new stablecoin issuance licence, sitting alongside the existing money-changing licence, standard payment institution licence and major payment institution licence under the Payment Services Act.
  • A threshold rule: a non-bank issuer whose stablecoins in circulation exceed, or are expected to exceed, S$5 million must hold a Major Payment Institution licence.
  • Reserve backing of at least 100% of the par value of stablecoins in circulation, valued on a marked-to-market basis on a continuous basis rather than as a periodic snapshot.
  • Segregation of reserve assets in trust accounts with permitted or approved custodians, subject to independent monthly attestation and annual audit.
  • Redemption at par within a prescribed number of business days of a redemption request (the consultation paper proposes five business days).
  • Restriction of the regulated framework to stablecoins pegged to the Singapore dollar or a G10 currency.
  • A prohibition on paying interest, return, or any other benefit tied to holding a stablecoin.
  • Quarterly stress testing and a mandatory recovery and orderly wind-down plan.
  • Restriction of the description "MAS-regulated stablecoin" to issuers actually licensed under the regime, so that unlicensed tokens cannot borrow the credibility of MAS oversight.

These are proposals, not settled law. MAS is inviting comments via FormSG by 16 October 2026, and the drafting could change before any bill reaches Parliament. That said, the direction of travel is clear enough that boards of affected companies should not wait for the final text before starting internal preparation.

Why this is a governance question, not just a product question

It is tempting to treat a regulatory consultation on stablecoins as a matter for the compliance officer or the head of product, with the board simply noting it in due course. That is a mistake for at least three reasons that go directly to a company secretary’s remit.

Licensing conditions attach to the company, not just the product

A Payment Services Act licence, whether standard payment institution, major payment institution, or (prospectively) the new stablecoin issuance licence, is granted to a licensed entity, and MAS licensing conditions typically touch matters that are squarely within a company secretary’s oversight: fit and proper requirements for directors and chief executives, notification obligations on changes in shareholding or control, and record-keeping standards. If a company’s stablecoin activity is expected to cross the S$5 million circulation threshold, that is a licence-tier question that should be tracked alongside, not separately from, the company’s existing Major Payment Institution licensing conditions.

Constitutional documents may not currently contemplate the activity

Many companies moved into payment token or stablecoin-adjacent business as an extension of an existing payment services or e-money licence, without revisiting their constitution, objects, or board-approved risk appetite statements to reflect a stablecoin issuance or custody business specifically. Boards should treat the consultation window as a prompt to check whether the constitution, shareholder agreements and relevant board resolutions actually cover the activity being conducted or planned, rather than discovering a gap only when MAS asks during a licence variation review.

Beneficial ownership and controller information takes on new weight

Where a stablecoin issuer moves from a standard payment institution licence to the Major Payment Institution tier because circulation has grown past S$5 million, or applies for the new stablecoin issuance licence, MAS’s assessment of controllers, shareholders and connected persons becomes more intensive. A company secretary’s existing obligation to maintain an accurate register of registrable controllers under the Companies Act is not a separate compliance track from this; it is the same underlying data set that MAS licensing officers will expect to be current, reconciled, and consistent with what has been filed with ACRA. Our complete guide to the register of registrable controllers sets out the mechanics if your register has not been reviewed recently.

What a company secretary should be tracking now

Practically, during the consultation window and in the months following, a company secretary supporting a Payment Services Act licensee (existing or prospective) in the payment token space should be building a working file that covers the following.

Licence classification and threshold monitoring

Track circulation figures against the proposed S$5 million Major Payment Institution threshold, and flag to the board and to MAS-facing compliance staff well before the company is close to crossing it. A licence upgrade is not a same-week administrative filing; it involves a fresh fit and proper assessment and, often, additional capital and governance conditions.

Reserve, custody and audit documentation

If the 100% reserve backing, segregated trust account and independent attestation requirements proceed broadly as consulted on, the company will need documented custodian arrangements, board-approved treasury policies, and an audit trail that can be produced on request. This is squarely a board papers and minute-taking exercise: resolutions approving custodian appointments, minuted board discussion of reserve policy, and a clear audit committee or equivalent oversight line.

Board sub-committee or oversight allocation

Boards of licensees of any meaningful size should consider whether stablecoin-related compliance, redemption risk, and reserve adequacy sit properly with a dedicated risk or audit sub-committee rather than being absorbed informally into general board business. This is consistent with the broader governance expectations MAS applies to Payment Services Act licensees, and it mirrors the kind of independent oversight question we cover in our guide on whether Singapore private companies need independent directors.

Statutory duties and record-keeping discipline generally

None of the above displaces the ordinary statutory duties a company secretary already owes under the Companies Act, filing accuracy, register maintenance, and timely lodgement with ACRA. If anything, a licensed stablecoin issuer is a company where the ordinary company secretarial disciplines matter more, because MAS supervision and Companies Act compliance are read together by regulators when assessing an entity’s overall governance standing. Our overview of company secretary statutory duties and common mistakes is a useful baseline audit even for companies that consider themselves well organised.

KYC and identity verification alignment

Stablecoin issuers and related payment token businesses sit at the sharper end of know-your-customer expectations, and Singapore’s broader shift in identity verification practice is relevant here too. Company secretaries handling controller and director identity checks for a licensee should already be aware of the phase-out of NRIC-based authentication discussed in our piece on NRIC authentication phase-out and company secretary KYC obligations, since the same identity verification rigour that MAS expects of a licensee’s own KYC processes increasingly applies to how the company secretarial function verifies its own directors and controllers.

How this interacts with existing Payment Services Act licensing

The proposed stablecoin issuance licence and the S$5 million Major Payment Institution threshold are new mechanics, but they sit inside the existing licensing architecture rather than replacing it. A company already holding a Major Payment Institution licence for digital payment token services does not automatically need a separate stablecoin issuance licence unless its activity falls within the narrower single-currency stablecoin definition MAS is proposing (SGD or G10-currency pegged tokens, redeemable at par). A company that has never dealt in payment tokens before but is now considering a stablecoin-adjacent product should treat this consultation as the starting point for scoping which licence, if any, it will need.

Reserve backing and redemption-at-par obligations are, in substance, financial planning and investment decisions dressed in regulatory language, and boards without a director experienced in institutional treasury or financial planning and investment decision-making should consider bringing in that expertise before reserve and custody policies are finalised. Broader market context on how institutional investors are approaching payment tokens as an asset class is also worth monitoring through independent commentary such as this investment-focused coverage.

What boards should do during the consultation window

With five weeks or so remaining before the consultation closes on 16 October 2026, a sensible board agenda looks like this: confirm whether current or planned activity falls within the proposed single-currency stablecoin definition; if it does, map circulation and growth trajectory against the S$5 million Major Payment Institution threshold; instruct the company secretary to audit the register of registrable controllers, constitutional documents and board resolutions for gaps; and decide whether the company wishes to make its own submission to MAS before the window closes. None of this requires the final legislation to be settled. It requires the board to treat a consultation paper as an early warning, not a distant academic exercise.

Conclusion

MAS’s stablecoin consultation is, on its face, a monetary and prudential policy document. For the board and company secretary of a Singapore Payment Services Act licensee, or a company weighing entry into payment token business, it is also a governance document: it will reshape licensing tiers, sharpen the importance of an accurate register of registrable controllers, and put reserve and custody arrangements onto board agendas in a way that needs proper minuting and oversight. Companies that use the consultation window to get their statutory registers, constitutional documents and board oversight structures in order will be in a materially better position when the final rules land than those that wait for the amendments to pass before starting.

For MAS’s own materials, see its media release on the stablecoin regulatory framework consultation and the full consultation paper on the MAS website. For general guidance on maintaining a compliant register of controllers, ACRA’s Register of Registrable Controllers page is a useful reference point.

To speak with the team at Raffles Corporate Services, you can email [email protected] or call, SMS, or WhatsApp +65 8501 7133. We are happy to assist with any queries.

The Editorial Team, Raffles Corporate Services