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Editorial

Press releases and law firm thought leadership

This page is dedicated to keeping readers informed of the latest news and thought leadership articles from law firms across the globe.

If your firm wishes to publish press releases or articles, please contact Shehab Khurshid on +44 (0) 207 396 5689 or shehab.khurshid@legalease.co.uk

 

Singapore Take-over Code Revised

Singapore Take-over Code Revised 

1 Mar 2016

This update discusses a proposed amendment to MAS notices on prevention of money laundering and countering the financing of terrorism (“ML/CFT Notices”). This proposed amendment seeks to clarify how the obligations of financial institutions relating to customer due diligence under the ML/CFT Notices would interact with the obligations of financial institutions in respect customer personal data under the upcoming Personal Data Protection Act.

To read the update, please click here.

The International Comparative Legal Guide to Cartels & Leniency 2016

January 2016 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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The International Comparative Legal Guide to Cartels & Leniency 2016

6 Jan 2016

As the invited authors of the Singapore Chapter in The International Comparative Legal Guide to Cartels & Leniency 2016, Head of the  Competition & Regulatory Practice, Lim Chong Kin and Deputy Head Scott Clements have drawn upon their extensive experience to provide insights into Singapore cartel regulation and leniency.

The topics covered include:

  • The Legislative Framework of the Cartel Prohibition
  • Investigative Powers
  • Sanctions on Companies and Individuals
  • Leniency for Companies
  • Whistle-blowing Procedures for Individuals
  • Plea Bargaining Arrangements
  • Appeal Process
  • Damages Actions

To read the chapter, please click here.

This article appeared in the 2016 edition of The International Comparative Legal Guide to: Cartels & Leniency 2016; published by Global Legal Group Ltd, London.

Tony Yeo and Benjamin Gaw, Co-Heads of Healthcare & Life Sciences practice, author chapter in GTDT L

January 2016 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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Tony Yeo and Benjamin Gaw, Co-Heads of Healthcare & Life Sciences practice, author chapter in GTDT Life Sciences 2016 

22 Dec 2015

Co-Heads of Drew & Napier’s Healthcare & Life Sciences practice, Tony Yeo and Benjamin Gaw, were invited to author the Singapore chapter in Getting the Deal Through: Life Sciences, 2016 edition.

The chapter provides a comprehensive, up-to-date overview of Singapore’s healthcare system and related legislation.

You may click here to read it.

The "Getting the Deal Through" guides are one of the most authoritative international comparative guides to law and regulation in key practice areas and across more than 100 jurisdictions. 

Reproduced with permission from Law Business Research Ltd. This article was first published in Getting the Deal Through: Life Sciences 2016, (published in November 2015; contributing editor: Alexander Ehlers, Ehlers, Ehlers & Partner) For further information please visit www.gettingthedealthrough.com.

Third-Party Taxi Booking Service Providers Act 2015 comes into force on 1 September 2015

October 2015 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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Third-Party Taxi Booking Service Providers Act 2015 comes into force on 1 September 2015

7 Oct 2015

This update discusses the Third-Party Taxi Booking Service Providers Act 2015 (“Act”), which was passed by Parliament in May 2015. The Act and the relevant regulations mandate a registration requirement and other key conditions of operation which will apply to taxi booking smartphone application providers like Grabtaxi and uberTaxi in Singapore. The Act’s coverage is limited to third-party taxi booking services, and the Minister for Transport Mr Khaw Boon Wan has announced that the Government will be reviewing the possible regulation and licensing of private hire cars and drivers in the coming months.

Consultation on Amendments to the Singapore Code on Take-overs and Mergers

Consultation on Amendments to the Singapore Code on Take-overs and Mergers

8 Jul 2015

This update discusses the Securities Industry Council’s (“SIC”) consultation paper on proposed amendments to the Singapore Code on Take-overs and Mergers (“Code”). The Code was last reviewed by the SIC in 2012 and many of the proposed amendments discussed in the consultation paper are on account of market and practice developments that have occurred since then.

Timetable for Implementation of Amendments to the Companies Act

Timetable for Implementation of Amendments to the Companies Act

16 Apr 2015

This update relates to our series of legal updates issued over the 4th quarter of 2014 and earlier this year discussing the amendments to the Singapore Companies Act to be effected by the Companies (Amendment) Act 2014 (“Amendment Act”). This update discusses the implementation timetable for the various amendments under the Amendment Act.

To read the update, please click here.

Impending Provisions in the Singapore Companies Act Relating to Duties of Chief Executive Officers

Impending Provisions in the Singapore Companies Act Relating to Duties of Chief Executive Officers

11 Feb 2015

This legal update highlights some of the key provisions of the Companies (Amendment) Act 2014 which relate to the role and duties of a Chief Executive Officer. These amendments were gazetted in late 2014, and whilst not yet in force, are widely expected to come into force in the second quarter of 2015.

To read the update, please click here

Amendments to the Companies Act: amendments relating to directors

December 2014 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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Amendments to the Companies Act: amendments relating to directors

8 Dec 2014

This article is the fourth and last in a series of legal updates relating to the amendments to the Singapore Companies Act to be effected by the Companies (Amendment) Act 2014. This Legal Update discusses the amendments and related issues in the following areas which pertain to directors:

(a) shadow directors;
(b) appointment of directors;
(c) qualifications of directors;
(d) disqualification of directors;
(e) vacation of office and removal of directors;
(f) payment of compensation for loss of office;
(g) supervisory role of directors;
(h) directors’ fiduciary duties;
(i) disclosure of company information by nominee directors; and
(j) indemnity for directors.

To read the update, please click here.

Protection from Harassment Act 2014 Comes Into Effect

December 2014 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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Protection from Harassment Act 2014 Comes Into Effect

27 Nov 2014

This update reports recent developments on the status of the Protection from Harassment Act 2014 ("Act") in Singapore.

On 15 November 2014, the Act came into effect.

Amendments to the Companies Act: (1) multiple-vote shares and non-voting shares; (2) electronic regi

December 2014 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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Amendments to the Companies Act: (1) multiple-vote shares and non-voting shares; (2) electronic register of members

27 Nov 2014

This update is the third in a series of updates discussing the amendments brought about by the Companies (Amendment) Bill 2014 and discusses two of the significant amendments to the Companies Act, which are:

(a) to allow public companies to issue multiple-vote equity shares and non-voting shares; and

(b) to implement the electronic online register of members of private companies.

To read the update, please click here.

Drew & Napier acted for CapitaLand Limited on its joint venture with a subsidiary of Credo Group to

November 2014 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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Drew & Napier acted for CapitaLand Limited on its joint venture with a subsidiary of Credo Group to develop an integrated development in Central Jakarta, Indonesia

19 Nov 2014

Drew & Napier acted for CapitaLand Limited ("CapitaLand") on its joint venture with a subsidiary of Credo Group ("CG") to develop an integrated development in Central Jakarta, Indonesia. CapitaLand and CG will each hold a 50% stake in the joint venture.

The integrated development, CapitaLand's first in Indonesia, will comprise a Grade A office tower, mid- to high-end residential units, serviced residences and supporting retail space, spanning a total gross floor area of more than 40,000 square metres. Estimated to be completed in 2018, construction for the development is expected to commence in 2015. The total development cost is approximately S$220 million. 

The joint venture company will acquire from CG a 1-hectare site located within the central business district (CBD) of Jakarta. The site, close to embassies, renowned civic buildings, offices, affluent residential neighbourhoods and the National Monument, also has good connectivity to major roads within the CBD and other areas of Jakarta.

Directors Julian Kwek and Aaron Kok led in this transaction and were assisted by Senior Associate Cheryl Anne Ang and Associates Mark Jalen Tan and Lim Sze Min.

Amendments to the Companies Act – Power of directors to bind companies

November 2014 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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Amendments to the Companies Act – Power of directors to bind companies

29 Oct 2014

This update is the second in a series of legal updates discussing the amendments brought about by the Companies (Amendment) Bill 2014. It discusses the amendments relating to the power of directors to bind a company, including the new sections 25B, 25C and 25D.

To read the update, please click here.

 

 

New Guidelines and Proposed Regulations for the Healthcare Sector

November 2014 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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New Guidelines and Proposed Regulations for the Healthcare Sector

11 Nov 2014

This article discusses some of the recent developments in the healthcare regulatory landscape in Singapore.

Most recently on 6 November 2014, the Ministry of Health ("MOH") issued a public consultation on the draft Human Biomedical Research Bill. The Human Biomedical Research Bill will regulate the conduct of human biomedical research as well as issues relating to human tissues and tissue banks. The MOH's public consultation will close on 18 December 2014.

On 27 October 2014, the Health Sciences Authority launched a public consultation on two sets of proposed subsidiary legislation for the transfer of regulatory controls of certain pharmaceutical products (which are to be termed "Therapeutic Products") to the Health Products Act. These subsidiary legislation relate to: (a) the advertisement controls for Therapeutic Products; and (b) licensing of retail pharmacies which sell, amongst others, Therapeutic Products. This public consultation will close on 23 November 2014.

Further on 11 September 2014, the Personal Data Protection Commission issued a set of advisory guidelines of the healthcare sector. These advisory guidelines were developed together with the MOH. They provide some illustrative guidance as to the obligations under the Personal Data Protection Act 2012 ("PDPA") relating to consent, purpose limitation, notification, access and correction, protection, accuracy, retention limitation, transfer limitation and openness. Guidance in relation to the Do Not Call provisions under the PDPA is also provided within these advisory guidelines.

The MOH held a public consultation between 2 September 2014 and 2 October 2014 to seek public feedback on its draft home care and centre-based care guidelines, as part of its ongoing efforts to enhance the quality of care in the intermediate and long term care ("ILTC") sector. The draft MOH ILTC guidelines were developed by two committees comprising service providers, healthcare professionals and policy experts, based on existing good practices in the respective sectors. The draft MOH ILTC guidelines are intended to set out the standard of care that all centre-based care and home care providers should aspire to achieve, in terms of delivering holistic and safe care, the dignity afforded to seniors and the organisational systems and management processes of these providers.

To read the update, please click here.

Amendments to the Companies Act – Impact on Corporate Transactions

October 2014 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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Amendments to the Companies Act - Impact on Corporate Transactions

17 Oct 2014

This update discusses the amendments brought about by the Companies (Amendment) Bill in the following key categories of corporate transactions and the potential issues which stakeholders may face in practice:

(a) the provision of loans and quasi-loans to, and entry into credit transactions with directors, or entities connected with directors;

(b) the provision of financial assistance by a company for the acquisition of its own shares; and

(c) the compulsory acquisition of shares.

To read the update, please click here.

Proposals to enhance regulatory safeguards for investors in the capital markets

September 2014 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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This update discusses a consultation paper published by the Monetary Authority of Singapore on proposals to enhance its regulatory framework for safeguarding investors' interests. The proposals are in the following three key areas: (a) extending to investors in non-conventional investment products the current regulatory safeguards available to investors in capital markets; (b) requiring investment products to be rated for complexity and risks, and for these ratings to be disclosed to investors; and (c) refining the non-retail investor classes including providing accredited investors the option to benefit from the full range of capital markets regulatory safeguards that are applicable for retail investors.

To read the update, please click here.

SINGAPORE FINES 12 MOTOR VEHICLE TRADERS FOR BID-RIGGING AT PUBLIC AUCTIONS

On 28 March 2013, the Competition Commission of Singapore ("CCS") handed down fines totalling S$179,071 on 12 motor vehicle traders for bidrigging at public motor vehicle auctions held by various government agencies

Singapore exchange proposes changes to IPO structure

January 2013 - Corporate & Commercial. Legal Developments by Loo & Partners.

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The Singapore Exchange (SGX) has proposed some significant initiatives to the offer structure relating to initial public offerings (IPOs).

Simplifies and Enhances Requirements on Disclosure of Interests in Listed Entities

January 2013 - Corporate & Commercial. Legal Developments by Loo & Partners.

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The Monetory Authority of Singapore has introduced a new disclosure of interests (DOI) regulatory regime to streamline and enhance the existing DOI requirements in listed entities by directors and substantial shareholders.

SINGAPORE COMPLETES COMPANIES ACT REVIEW

December 2012 - Corporate & Commercial. Legal Developments by Loo & Partners.

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Through a press release on October 3 2012, Singapore's Ministry of Finance (MOF) confirmed that it has completed its review of the Companies Act. Following the public consultation carried out in 2011, the MOF has accepted 192 and modified 17 recommendations of the Steering Committee.

INDENPENDENT DIRECTORS: AN ENDANGERED SPECIES? OBSERVATIONS ON AIROCEAN

December 2012 - Corporate & Commercial. Legal Developments by Loo & Partners.

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In recent years, directors of listed companies often face difficulties in ascertaining if certain information needs to be disclosed under the Securities and Futures Act (SFA). The disclosure requirements issue came to light when three former independent directors of Airocean Group Limited ("Airocean") were convicted of disclosure related offences under the SFA in the District Court.

Simplifies and Enhances Requirements on Disclosure of Interests in Listed Entities

November 2012 - Corporate & Commercial. Legal Developments by Loo & Partners.

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The Monetary Authority of Singapore has introduced a new disclosure of interest (DOI) regulatory regime to streamline and enhance the existing DOI requirements in listed entities. The new regime has taken with effect from 19 November 2012.

International Arbitration Quarterly Nov2012.

November 2012 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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Welcome to the final issue of Drew & Napier LLC's International Arbitration Quarterly for the year 2012.

In this issue, we discuss:

  • the movement of international arbitration in India towards less judicial intervention;
  • a recent arbitration which concerned alleged gross negligence and astronomical loss of profits; 
  • the arbitrating parties' choice of law; and
  • the importance of appreciating cultural nuance before an international arbitration panel.

Samuel Seow Law Corporatio​n August/Oct​ober 2012 Newsletter

Dear friends of Samuel Seow Law Corporation,

We are pleased to present you with the August/October 2012 Bumper edition of our SSLC Newsletter! Sorry for the wait!

This issue is filled with interesting events that have occurred within the past4 months in relation to our firm's clients. As always, we work with some of the most exciting people and companies in the region and this issue is packed with information on their latest happenings!

Coming into effect of New Attributed Liability Concept – Part XII (Market Conduct) of the...

October 2012 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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Securities and Futures Act

This update discusses the concept of attributed liability which has recently come into effect under the Securities and Futures Act ("SFA") whereby an employer may face liability resulting from a contravention of market conduct provisions of the SFA by its employee, officer, partner or manager. Some practical recommendations for an employer to mitigate such risks are also discussed.

ENHANCED REGULATORY REGIME FOR FUND MANAGEMENT COMPANIES

The Monetary Authority of Singapore (“MAS”) has announced that the implementation of the enhanced regulatory regime for fund management companies (“FMCs”) will take effect from 7 August 2012.

MAS ISSUES PROPOSED AMENDMENTS TO THE SECURITIES AND FUTURES ACT AND FINANCIAL ADVISERS ACT

On 12 March 2009, the Monetary Authority of Singapore (“MAS”) issued a consultation paper (“March 2009 Consultation Paper”) proposing enhancements to the regulatory framework for unlisted investment products.

REVISED CODE OF CORPORATE GOVERNANCE

On 14 June 2011, the Corporate Governance Council (“Council”) issued a consultation paper with proposed revisions to the Code of Corporate Governance (“Code”). Please click here to refer to Drew & Napier LLC’s update on that consultation.

AMENDMENTS TO HEALTH PRODUCTS (MEDICAL DEVICES) REGULATIONS

Following the introduction of the Health Products Act in February 2007, the Health Sciences Authority (“HSA”) has continued to strengthen its regulatory framework through the implementation of the Health Products (Medical Devices) Regulations (“Regulations”).

Singapore's Newly Passed 'Lemon Law'

“Lemon Laws” refer to consumer protection laws that provide remedies against goods with latent defects. These type of goods usually fail to meet satisfactory qualify or performance standards at the time of purchase, or fail to conform to applicable contracts. The lemon laws thus obligate sellers to repair, replace, or refund the price of defective goods.

Privacy Laws for Singapore?

On 14th February 2011, Mr. Lui Tuck Yew – the then Minister of Information, Communication and the Arts - announced that a Data Protection Bill will likely be introduced in Parliament some time in 2012. The Bill is set to be promulgated into our laws soon.

The “Reecon Wolf” – Forum Non Conveniens Revisited

April 2012 - Corporate & Commercial. Legal Developments by Oon & Bazul LLP.

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The “Reecon Wolf” [2012] SGHC 22 was an appeal before a Judge of the Singapore High Court from the decision of the Assistant Registrar refusing to stay an admiralty action between foreigners arising from a collision between foreign vessels of different nationalities.

PUBLIC CONSULTATION ON DRAFT DATA PROTECTION BILL

On 19 March 2012, the Ministry of Information, Communications and the Arts (“MICA”) issued a consultation paper to seek feedback on the proposed Personal Data Protection Bill (“DP Bill”). Closing date for feedback is 30 April 2012. The public consultation can be accessed here.

SINGAPORE TAKE-OVER CODE REVISED

The Singapore Code on Take-overs and Mergers (“Code”) has been revised by the Monetary Authority of Singapore (“MAS”) on the advice of the Securities Industry Council (“SIC”). The new Code will come into force on 9 April 2012.

Proposed amendments to Singapore's company laws

Companies in Singapore are governed by the Singapore companies act (Cap 50 of the 1994 Revised Edition of the Singapore Statutes). Specific types of companies may also be regulated by other statutes.

MOFCOM Approves Nestlé’s Acquisition of Hsu Fu Chi International Limited

February 2012 - Corporate & Commercial. Legal Developments by Loo & Partners.

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The Ministry of Commerce of the People’s Republic of China (“MOFCOM”) has approved the acquisition of 60.00 percent interest in Hsu Fu Chi International Limited (“Hsu Fu Chi”) by Nestlé S.A (“Transaction”) on 6 December 2011.

PROPOSED GROUP-WIDE REGULATORY SUPERVISION OF BANKS AND INSURANCE COMPANIES

February 2012 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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The Monetary Authority of Singapore (“MAS”) recently announced plans to develop a regulatory framework for financial groups.

IN-HOUSE COUNSEL AND LEGAL PROFESSIONAL PRIVILEGE

February 2012 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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The Evidence (Amendment) Bill 2012 was read for the first time in Parliament on 16 January 2012 and passed on 14 February 2012. One of the notable changes to the Evidence Act is the extension of legal professional privilege to in-house counsel.

CONSULTATION ON PROPOSED REGULATION OF OVER-THE-COUNTER DERIVATIVES

February 2012 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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On 13 February 2012, the Monetary Authority of Singapore (“MAS”) issued a consultation paper on a significant new proposal: to regulate the trading of over-the-counter (“OTC”) derivatives.

Bidding farewell to a listed status via a scheme of arrangement

February 2012 - Corporate & Commercial. Legal Developments by Loo & Partners.

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On 23 December 2011, Hsu Fu Chi International Limited (“Hsu Fu Chi”) was successfully delisted from the Singapore Exchange Securities Trading Limited (“SGXST”) following the acquisition of a 60 percent stake by Nestlé S.A.

CONSUMER PROTECTION (FAIR TRADING) (AMENDMENT) BILL

February 2012 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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The Consumer Protection (Fair Trading) (Amendment) Bill (“Bill”) was introduced in Parliament on 14 February 2012.

RELAXING THE HEARSAY RULE

February 2012 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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Amendments to the Evidence Act (“Act”) were passed in Parliament on 14 February 2012, setting out new rules for the type of evidence which may be admitted in court proceedings. These changes are likely to come into effect this year.

MAIDEN DECISION ON INSIDER TRADING

February 2012 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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Kevin Lew Chee Fai v Monetary Authority of Singapore [2012] SGCA 12

This was the first civil insider trading case litigated in the Singapore Courts under the relevant provisions of the Securities and Futures Act (“SFA”) enacted in 2001. The matter proceeded all the way to the Court of Appeal which gave a detailed exposition of what constitutes insider trading under the laws of Singapore.

PROPOSED CONSOLIDATION OF REGULATORY CONTROLS OF WESTERN MEDICINES UNDER THE HEALTH PRODUCTS ACT

January 2012 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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The Health Sciences Authority (“HSA”) is holding a public consultation on its proposal to consolidate the legislative provisions regulating western medicine into a single statute. Currently, the regulatory controls are found in separate pieces of legislation, including the Medicines Act and the Poisons Act. It is proposed to transfer these provisions into the Health Products Act. 

LATEST DEVELOPMENTS IN CORPORATE GOVERNANCE REGIME FOR SINGAPORE

December 2011 - Corporate & Commercial. Legal Developments by Selvam LLC.

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2011 was a year of significant developments in the corporate governance regime in Singapore. In June, the Corporate Governance Council (the “Council”) released a consultation paper on the proposed revisions to the Code of Governance (the “Code”). In September, the Singapore Exchange Securities Trading Limited (“SGX”) followed with amendments to its listing rules (the “Rules”). This article seeks to discuss some of the major changes in the Code and the Rules.

An Asian ‘super-bourse’: Still a possibility?

November 2011 - Corporate & Commercial. Legal Developments by Loo & Partners.

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Asian Legal Business (ALB): How did the SGX fare in terms of the listings it attracted last year?

SGX Enhanced Listing Rules to Strengthen Corporate Governance Practice

November 2011 - Corporate & Commercial. Legal Developments by Loo & Partners.

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Following public consultation in January 2010, Singapore Exchange Ltd (“SGX”) has announced on 14 September 2011 extensive amendments to the listing rules to strengthen corporate governance practices and foster greater corporate disclosure.

SIC CONSULTS ON AMENDMENTS TO TAKE-OVER CODE

October 2011 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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INTRODUCTION
The Securities Industry Council (“SIC”) has issued a consultation paper (“CP”) on proposed amendments to the Singapore Code of Take-overs and Mergers (“Code”). The consultation closes on 7 November 2011.

SGX LISTING MANUAL REVISIONS STRENGTHEN CORPORATE GOVERNANCE PRACTICE

September 2011 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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INTRODUCTION

The Singapore Exchange Ltd (“SGX”) has issued extensive amendments to the listing rules (“Listing Rules” or “LR”) of the Singapore Exchange Securities Trading Limited (“SGX-ST”) Listing Manual (“Listing Manual”) to strengthen corporate governance and foster greater corporate disclosure.

Capital Markets Q&A Can Asia’s capital markets continue to roar

September 2011 - Corporate & Commercial. Legal Developments by Loo & Partners.

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Asian Legal Business (ALB): 2010 was a year in which many, if not most, exchanges across Asia set new records. Is 2011 also likely to be a year in which new records are set?

ATMD Bird & Bird Pulse Newsletter Singapore, August 2011

September 2011 - Corporate & Commercial. Legal Developments by ATMD Bird & Bird LLP .

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Contents

Making claims against financial
institutions – Some guidance from
the Court of Appeal 1
Purchaser of multiple properties saves
more than S$400,000 in stamp duty 2
The bright-line test for novelty not so
bright anymore? 3

Singapore

September 2011 - Corporate & Commercial. Legal Developments by ATMD Bird & Bird LLP .

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Singapore has a reputation for being one of the most corruption-free countries in the world. In the Doing Business 2010 Report ("the Report") issued by the World Bank, Singapore was ranked as the easiest place in the world to conduct business, and was ranked fourth in the world and first in Asia for having the least corruption in its economy.

Proposed Revisions to the Code of Corporate Governance

The Corporate Governance Council (“Council”) has issued a consultation paper with proposed revisions to the Code of Corporate Governance (“Code”). These amendments seek to promote a high standard of corporate governance among listed companies in Singapore and will bring the Code in line with international best practices.

An overview on the possible effects on Directors of Singapore companies

Arising from the proposed Amendments to the Provisions Relating to Directors in the Companies Act and the Code of Corporate Governance

SGX’s Catalist Opens Door to Early Stage Mineral, Oil And Gas Companies

In a move expected to expand the repertoire of resource companies listed on the Singapore Exchange ("SGX"), the SGX amended the Catalist rules to accommodate the listing of early stage mineral, oil and gas ("MOG") companies with effect from 1 February 2011.

Federal Administrative Court imposes obligations on Google Street View

On March 30th, 2011, the Federal Administrative Court ruled on the Google Street View case.

The UK Bribery Act 2010

Bribery is taking on an increasingly cross-border character. Recently, 2 Singaporeans were alleged to be involved in bribing 6 match officials to fix 2 matches held in Turkey between Latvia, Bolivia, Estonia and Bulgaria.

Division of matrimonial assets: all about feel and the Court’s sense of justice

In what the Singapore Court of Appeal termed as the longest marriage to come before the courts in recent years, it clarified two important issues in the division of matrimonial assets, namely, the “cut-off date” for determining matrimonial assets and the approach to be taken in the division of matrimonial assets.

WHEN CAN A DIRECTOR INSPECT A COMPANY’S DOCUMENTS?

Hau Tau Khang v Sanur Indonesian Restaurant Pte Ltd & Anor [2011] SGHC 97

Summary

The Singapore High Court recently clarified the principles relating to a director’s right of inspection of the company’s accounts and other documents under section 199(3) of the Companies Act (“Act”). A director is entitled, as of right, to have access to the company’s accounts and other documents, subject to certain exceptions.

 

THE PREVENTION OF CORRUPTION ACT

Overview

Recently, there has been increased attention worldwide in the area of anti-corruption law due to the enactment of the UK Bribery Act 2010 (“UK Bribery Act”). The UK Bribery Act will come into effect in the UK on 1 July 2011.

Public Consultation On The Review Of The Business Registration Act

The Accounting and Corporate Regulatory Authority (“ACRA”), Singapore’s national regulator and registration authority for businesses and public accountants, issued a public consultation paper in October 2010 on the review of the Business Registration Act (Chapter 32 of the Statutes of Singapore) (the “Act”).

Mergers and Acquisitions Q&A 2011: Another record year for Asian M&A?

ALB: As the spectre of the financial crisis is lifted from the region, M&A levels took off around Asia. What do you feel are the prospects for another record-breaking year in 2011?

Loo Choon Chiaw: The Asia Pacific region has indeed experienced strong growth in M&A activities. Bloomberg has reported that Asia Pacific eclipsed Europe in 2010 as the second most active region, following North America. Thomson Reuters predicted that global M&A activity will increase by 36% in 2011 to USD3.04 trillion as opposed to the 12% growth in 2010.

 

Cartel Regulation 2011

February 2011 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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What is the relevant legislation and who enforces it?

SINGAPORE EXCHANGE LAUNCHES ADRs, BRINGS US-LISTED ASIAN COMPANIES TO ASIA

February 2011 - Corporate & Commercial. Legal Developments by Loo & Partners.

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The Singapore Exchange (SGX) has announced that its new board, GlobalQuote, which it has set up in collaboration with NASDAQ OMX Group Inc., will begin operation on 22 October 2010 with American Depository Receipts (ADRs) of 19 major Asian companies. Of these 19 companies, 9 are currently trading their ADRs in the US while the other 10 have listings in Hong Kong.

Proposed Policy Statement and Guide to Sustainability Reporting for Listed Companies

February 2011 - Corporate & Commercial. Legal Developments by Loo & Partners.

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Singapore Exchange Limited (“SGX”), on 28 August 2010, issued a consultation paper on the proposed policy statement on sustainability reporting and guide for its listed companies in formulating their sustainability reporting framework. The proposed policy statement and guide, if adopted, shall set the baseline for holistic reporting going beyond corporate governance to social and environmental aspects.

IMPLEMENTATION OF NEW INTIATIVES BY ACRA TO ENCOURAGE VOLUNTARY COMPLIANCE AMONGST COMPANIES

February 2011 - Corporate & Commercial. Legal Developments by Loo & Partners.

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In order to ensure that the relevant and essential corporate and financial information are disclosed promptly and accurately, the Accounting and Corporate Regulatory Authority (ACRA) of Singapore has recently announced the implementation of several new initiatives to further strengthen the regulatory regime. These new initiatives are as follow

ACRA’S NEW INITIATIVES TO ENCOURAGE VOLUNTARY COMPLIANCE AMONGST COMPANIES

February 2011 - Corporate & Commercial. Legal Developments by Loo & Partners.

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The Accounting and Corporate Regulatory Authority (ACRA) has been implementing several initiatives as an impetus for locally incorporated companies to comply with the corporate regulatory requirements as well as acknowledge companies who have made the effort to comply.

SGX proposes new Mainboard listing criteria and introduction of SPACs

February 2011 - Corporate & Commercial. Legal Developments by Loo & Partners.

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The Singapore Exchange Limited (“SGX”) is proposing changing the Mainboard listing criteria and introducing a separate listing framework for Special Purpose Acquisition Companies (“SPACs”). This article looks at some of the changes proposed.

Capital Contribution Principle: Meaning and Proceedings

February 2011 - Corporate & Commercial. Legal Developments by VISCHER.

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On January 1, 2011, the Swiss tax law capital contribution principle (CCP) enters into force - with far reaching consequences for companies, their owners, board members and tax advisors. A few days ago the Federal Tax Administration (FTA) published a Circular Letter on this change of law.

The SSLC Newsletter: October 2010

SPECIAL INTEREST ARTICLE: 10 Trade Mark – No Bona Fide intention and bad faith

February 2010 Newsletter

SPECIAL INTEREST ARTICLE: Family Law: The Effects of Illegitimacy

Competition Law Quarterly Update Q4/2010

November 2010 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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In This Issue  -  Singapore Competition Law Watch  -  Asean Competition Law Watch  -  Regulatory Updates  -  Industry News  -  Aviation  - Financial  -  FMCG  -  Hospitality  -  Manufacturing  -  Pharmaceutical/Medical  -  Feature Article  -  Do you know?

The SSLC Newsletter: June 2010 Volume 5, Issue 3

SPECIAL INTEREST ARTICLE: Mental Capacity Act

The SSLC Newsletter

August 2010 Volume 5, Issue 4

The SSLC Newsletter: April 2010

SPECIAL INTEREST ARTICLE: Restraint of Trade Clauses in the Context of a Sale of Business

DOING BUSINESS IN SINGAPORE

WHAT ROLE DOES THE GOVERNMENT OF SINGAPORE PLAY IN APPROVING AND REGULATING FOREIGN DIRECT INVESTMENT?

CCS Issues Statement of Decision In Respect Of The Singapore Medical Association’s Fee Guidelines

September 2010 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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On 18 August 2010, the Competition Commission of Singapore (the “CCS”) published its final Statement of Decision in respect of the Singapore Medical Association’s (the “SMA”) Guidelines on Fees (“GOF”). The CCS concluded that the GOF infringed section 34 of the Competition Act1, and did not benefit from the Net Economic Benefit exclusion (the “NEB exclusion”).

Pulse newsletter: August 2010

(1) Plea of mistake succeeds in the District Court (2) Business methods patentable in US? (3) Latest edition of Primary Rules for Arbitrations conducted at SIAC (4)

Collaboration between Singapore Exchange Limited (“SGX”) and Oslo Børs Yields Results

On 23 February 2010, the SGX and Oslo Børs ASA ("Oslo Børs") announced the first two companies for dual listing on both exchanges.

The two companies were Golden Ocean Group, a dry bulk carrier currently listed on Oslo Børs, and China Fishery Group, an industrial fishing company listed on the SGX.

REGULATION UPDATE

MAS CONDUCTS COMPREHENSIVE REVIEW OF CODE ON COLLECTIVE INVESTMENT SCHEMES

Service of Originating Process on Companies in Singapore – A New Development?

In Singapore, it is the accepted practice for an originating process to be served on a company without solicitors on record by leaving the document at, or sending it by registered post to, the company’s registered office.

Post-Copenhagen – Where is Singapore heading?

Despite the disappointing outcome of the Copenhagen Climate Change Conference, where no legally binding outcome was reached, and where no real targets to achieve emissions reductions were set, Singapore has proactively continued with the implementation of its Sustainable Singapore Blueprint (“Blueprint”) which aims to achieve a 7% to 11% reduction of greenhouse gas emissions below Business-As-Usual (BAU) scenario by 2020.

Amendments to Companies Act Nat

Companies Act: Enhancing Shareholder Rights

Singapore Competition Law Watch: 2010

(1) Singapore Competition Law Watch (2) ASEAN Competition Law Watch (3) Regulatory Updates (4) Industry News - Aviation - Financial - FMCG - IT - Manufacturing - Media - Pharmaceutical (5) Feature Article (6) Do you know?

ChinaWatch: Foreign Investors May Form Partnerships in China

April 2010 - Corporate & Commercial. Legal Developments by WongPartnership.

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On 25 November 2009, China released a set of measures for the Administration of the Establishment of Partnership Enterprises in China by Foreign Enterprises of Foreigners ("FIP Measures"). Shortly thereafter on 29 January 2010, the State Administration and Industry Commerce ("SAIC") issued the Registration Rules for Foreign-invested Partnership Enterprises ("FIP Registration Rules") This update takes a look at the FIP Measures and the FIP Registration Rules, both of which will take effect on 1 March 2010.

SGX proposes new Mainboard listing criteria and introduction of SPACs

April 2010 - Corporate & Commercial. Legal Developments by Wistrand.

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The Singapore Exchange Limited (“SGX”) is proposing changing the Mainboard listing criteria and introducing a separate listing framework for Special Purpose Acquisition Companies (“SPACs”). This article looks at some of the changes proposed.

RESTRAINT OF TRADE CLAUSES IN THE CONTEXT OF A SALE OF BUSINESS

February 2010 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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The Singapore Court of Appeal has affirmed that Singapore courts will take a more liberal approach when considering restrictive covenants in the context of a sale of business, compared to a situation where such covenants are contained in a contract of employment.

AN INTRODUCTION TO THE LIFE SCIENCES LEGISLATIVE LANDSCAPE IN SINGAPORE

The Life Sciences industry has for some years been lauded as a key industry for Singapore’s economy. The Singapore government is fully committed to nurturing and cultivating this industry, by investing in and developing several critical infrastructures for the Life Sciences industry.

New business structure to be launched by the ACRA on 4 May 2009

The Accounting and Corporate Regulatory Authority (the “ACRA”) has announced that it will, on 4 May 2009, launch a new business structure known as the limited partnership (“LP”), pursuant to the Limited Partnerships Act 2008 (the “LPA”).

Singapore Exchange introduces new business continuity rules

April 2009 - Corporate & Commercial. Legal Developments by Loo & Partners.

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On 21 January 2009, Singapore Exchange Limited (the “SGX”) issued a press release announcing the introduction of new rules requiring SGX member firms to develop robust “Business Continuity Management (BCM)” arrangements. This follows a public consultation in May 2008, on proposed BCM requirements. The BCM requirements are implemented under the SGX-Securities Trading Rules, Futures Trading rules, CDP Clearing Rules and the SGX-Derivatives Clearing Rules.

LATEST PRONOUNCEMENT ON WINDING UP APPLICATIONS

The Court of Appeal has ruled that it may be an abuse of the court’s process for a creditor to threaten winding up proceedings against a debtor company which has offered to place the disputed sum in an escrow account. The court also signalled that a statutory demand issued under section 254(2)(a) of the Companies Act should inform the debtor company that it can either pay the debt or secure or compound for it to the creditor’s satisfaction.

Prolonged suspension not in interest of shareholders and market

March 2009 - Corporate & Commercial. Legal Developments by Loo & Partners.

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"Cash companies" (companies which have sold their operations so that their assets comprise wholly or substantially of cash) and "distressed companies" (companies facing persistent financial difficulties) are given a reasonable period of time under the listing rules to submit proposals for very substantial acquisitions or reverse takeovers ("RTOs") with a view to resuming trading ("resumption proposals"). Such companies are given an extension of time to implement resumption proposals already approved by the Exchange. Continuation of listing is contingent on companies complying with the listing rules.

TRANSITION MEASURES FOR CATALIST NON-SPONSORED COMPANIES

March 2009 - Corporate & Commercial. Legal Developments by Loo & Partners.

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After the launch of Catalist on 26 November 2007 only a handful of Catalist companies had taken steps to appoint a continuing sponsor, whose primary responsibilities comprise the rendering of advice to the Catalist companies on rule compliance.

Singapore Exchange introduces new business continuity rules

March 2009 - Corporate & Commercial. Legal Developments by Loo & Partners.

More articles by this firm.

On 21 January 2009, Singapore Exchange Limited (the “SGX”) issued a press release announcing the introduction of new rules requiring SGX member firms to develop robust “Business Continuity Management (BCM)” arrangements. This follows a public consultation in May 2008, on proposed BCM requirements. The BCM requirements are implemented under the SGX-Securities Trading Rules, Futures Trading rules, CDP Clearing Rules and the SGX-Derivatives Clearing Rules.

CORPORATE DERIVATIVE LIABILITY FOR MARKET MISCONDUCT OFFENCES

February 2009 - Corporate & Commercial. Legal Developments by Drew & Napier LLC .

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Under general principles of corporate law, a corporation is not liable for any contravention of law or offence committed by its employees, except to the extent that the employee can be said to constitute or otherwise represent the directing mind of the company. Typically, the corporation would be attributed with liability only where the employee is a very senior person. In the context of Part XII (Market Conduct) of the Securities and Futures Act (the “SFA”), it may therefore be possible for a corporation to reap the benefit of any market misconduct carried out by its more junior employees.

Doing Business in Singapore

Save for the restrictions discussed under Question 5 below, there is generally no prohibition or limit on foreign capital investment or foreign ownership of business entities in Singapore. However, every business in Singapore needs to be registered under the Business Registration Act (Chapter 32), Limited Liability Partnership Act (Chapter 163A) or Companies Act (Chapter 50). These are administered by the Accounting and Corporate Regulatory Authority in Singapore (“ACRA”), which undertakes the registration of all such businesses in Singapore and the regulation of such registrations.

Interview with...

Law firm partners and practice heads explain how their firms are adapting to clients' changing needs

Interview with...

Law firm partners and practice heads explain how their firms are adapting to clients' changing needs

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