The Legal 500

Legal Developments in Singapore

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

  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.
  - Drew & Napier LLC

• PROPOSED LISTING MANUAL AMENDMENTS TO STRENGTHEN CORPORATE GOVERNANCE PRACTICE

  The Singapore Exchange Ltd (the “SGX”) has issued a public consultation paper which sets out proposed amendments to the Listing Manual of the Singapore Exchange Securities Trading Ltd (the “Listing Manual”). The proposals are the result of the SGX’s latest rule review. Such reviews are carried out annually to keep abreast of industry developments and to enhance the standards of the listed companies.
  - Drew & Napier LLC

• SINGAPORE HIGH COURT CLARIFIES SCOPE OF FORCE MAJEURE AND TERMINATION CLAUSES

  The Singapore High Court has ruled that a rise in prices of sand, caused by a ban on sand exports (the “sand ban”) by the Indonesian government in January 2007, did not constitute a force majeure event which would relieve a concrete supplier of its obligations to supply concrete to a construction company. The court also highlighted the importance of being clear and unequivocal when communicating one’s intention to terminate a contract.
  - Drew & Napier LLC

• GUIDELINES ON FAIR DEALING FOR FINANCIAL INSTITUTIONS

  Monetary Authority of Singapore (“MAS”) advocates that Islamic finance products shall receive similar regulatory treatments as the conventional finance products. However, MAS has not opted to have a separate Islamic finance regulatory regime that exists in parallel with the conventional framework. MAS accordingly serves as the driving force behind the change in the laws and regulations pertaining to the governance, validation and enhancement of Islamic finance transactions.
  - Loo & Partners

• EROSION OF REMITTANCE BASIS OF TAXATION AND REVIVAL OF THE SOURCE ISSUE

  The charging section in the Income Tax Act brings within Singapore’s taxing jurisdiction not only income that is sourced in Singapore, but also income which is received in Singapore from outside of Singapore. In the light of criticism against remittance of income as a basis for taxation and the persistent lobbying of businesses in Singapore, recent amendments to the Income Tax Act have been steadily chipping away at the remittance basis of taxation in Singapore.
  - Drew & Napier LLC

• INCOME TAX (AMENDMENT) (EXCHANGE OF INFORMATION) BILL 2009

  The Income Tax (Amendment) (Exchange of Information) Bill (the “Bill”) has been introduced in Parliament. The Bill proposes to amend the Income Tax Act to bring the level of assistance Singapore can provide to foreign jurisdictions under Avoidance of Double Taxation Agreements (“DTAs”) in line with the Organization for Economic Cooperation and Development’s Standard on the exchange of information for tax purposes (the “Standard”)
  - Drew & Napier LLC

• Merger Control 2009

  The international regulation of mergers and joint ventures in 64 jurisdictions worldwide
  - Drew & Napier LLC

• BANKS FACE CONSEQUENCES OF NON-COMPLIANCE WITH INTERNAL PRACTICES AND ACCEPTED BANKING PROCEDURES

  The Singapore High Court has criticised the conduct of the Singapore branches of two foreign banks in failing to adhere to internal control mechanisms and accepted banking procedures in the verification of signatures on certified extracts of board resolutions. The court also provided valuable guidance on the steps banks could take to ensure the bona fides of such certified extracts.
  - Drew & Napier LLC

• QUARTERLY UPDATE: Competition Law

  (1) Singapore Competition Law Watch (2) Regional Focus - China  (3) Regulatory Update  (4) Industry News - Aviation - Petrochemical - Cement - Financial - IT - Others  (5) Do you know?
  - Drew & Napier LLC

• REGULATION UPDATE: CATALIST TRANSITION MEASURES

  The Singapore Exchange Limited (the “SGX”) has announced two measures to assist companies listed on Catalist which have yet to appoint a sponsor (“Catalist-NS companies”). The measures are intended to provide financial assistance and time extension to Catalist-NS companies in light of the current challenging economic climate.
  - Drew & Napier LLC