Open Access. Powered by Scholars. Published by Universities.®
- Keyword
-
- Avoidance actions (1)
- Compensation (1)
- Controlling shareholders (1)
- Corporate governance (1)
- Delistings (1)
-
- Fraudulent conveyance (1)
- Going private transactions (1)
- Illegality (1)
- Insolvency (1)
- Legal transplants (1)
- Misalignment of incentives (1)
- Negotiating damages (1)
- Preferences (1)
- Related party transactions Tunnelling (1)
- Restitution (1)
- Sham Trusts (1)
- Squeeze-outs (1)
- Takeovers; Hong Kong; Singapore (1)
- Twilight period (1)
- User damages (1)
- Wrotham Park damages (1)
Articles 1 - 7 of 7
Full-Text Articles in Law
Board Independence As A Panacea To Tunnelling? An Empirical Study Of Related Party Transactions In Hong Kong And Singapore, Christopher C. H. Chen, Wai Yee Wan, Wei Zhang
Board Independence As A Panacea To Tunnelling? An Empirical Study Of Related Party Transactions In Hong Kong And Singapore, Christopher C. H. Chen, Wai Yee Wan, Wei Zhang
Research Collection Yong Pung How School Of Law
In this article, we examine a general question: is the legal transplantation of corporate governance rule effective in curtailing agency costs? Entering into the 21st century, we have seen reforms of corporate governance standards in the Far East since the Asian Financial Crisis in 1997, including in Hong Kong and Singapore. These reforms built on the Anglo-American model of corporate governance in the UK and US supported by broad academic literature of connecting better corporate governance with firm value and identifying the association of tunneling or wrongdoings with poor corporate governance practices. The idea is also to provide more checks-and-balances …
The Avoidance Of Pre-Bankruptcy Transactions: An Economic And Comparative Approach, Aurelio Gurrea-Martinez
The Avoidance Of Pre-Bankruptcy Transactions: An Economic And Comparative Approach, Aurelio Gurrea-Martinez
Research Collection Yong Pung How School Of Law
Most insolvency jurisdictions provide several mechanisms to reverse transactions entered into by a debtor prior to the commencement of the bankruptcy procedure. These mechanisms, generally known as claw-back actions or avoidance provisions, may fulfil several economic goals. First, they act as an ex post alignment of incentives between factually insolvent debtors and their creditors, since the latter become the residual claimants of an insolvent firm but they do not have any control over the debtor´s assets while the company is not yet subject to a bankruptcy procedure. Thus, avoidance powers may prevent or, at least, reverse opportunistic behaviors faced by …
Vietnam Series: Four Key Features Of The Commercial Mediation Framework, Nadja Alexander
Vietnam Series: Four Key Features Of The Commercial Mediation Framework, Nadja Alexander
Research Collection Yong Pung How School Of Law
In the first few months of this year I found myself returning to Vietnam a number of times thanks to Vietnamese initiatives in commercial mediation. Most recently I was involved in workshops hosted by the Vietnam Business Lawyer’s Club, the Judicial Academy and the International Finance Corporation (IFC). Given the mediation activity in Vietnam and previous Kluwer posts on aspects of Vietnamese mediation, this post offers an overview of the main features of Vietnam’s legal and institutional framework for commercial mediation.
Construing A Treaty Against State Parties' Expressed Intentions: Sanum Investments Ltd V Government Of The Lao People’S Democratic Republic, Mahdev Mohan, Siraj Shaik Aziz
Construing A Treaty Against State Parties' Expressed Intentions: Sanum Investments Ltd V Government Of The Lao People’S Democratic Republic, Mahdev Mohan, Siraj Shaik Aziz
Research Collection Yong Pung How School Of Law
The Singapore Court of Appeal’s decision in Sanum Investments Ltd v Government of the Lao People’s Democratic Republic was a landmark one in several respects. A key aspect of this decision though may appear controversial at first blush – that is, the apex court placed less weight on the express views of state parties, even though Singapore itself was not a party to the relevant bilateral investment treaty (“BIT”). While doing so was admittedly “counter-intuitive”, the Court of Appeal did not set out to construe the BIT against the intentions of the contracting states. Rather, much turned on the critical …
Revisiting Sham Trusts: Common Intention, Estoppel And Illegality, Alvin W. L. See
Revisiting Sham Trusts: Common Intention, Estoppel And Illegality, Alvin W. L. See
Research Collection Yong Pung How School Of Law
This article examines the prevailing view that, to find a sham trust, the settlor’s shamming intention must be shared by the trustee. This common intention requirement, it is argued, overprotects the trustee and the beneficiary, and suffers from inconsistent application to conceptually identical cases. Moreover, where the sham is concocted for the perpetuation of an illegal purpose, the requirement may contradict the operation of the illegality doctrine. This article proposes that the two doctrines ought to align and that any prejudice to an innocent trustee or beneficiary can be addressed with more specific solutions such as a change of position …
Regulating Squeeze-Out Techniques By Controlling Shareholders: The Divergence Between Hong Kong And Singapore, Christopher C. H. Chen, Wei Zhang, Wai Yee Wan
Regulating Squeeze-Out Techniques By Controlling Shareholders: The Divergence Between Hong Kong And Singapore, Christopher C. H. Chen, Wei Zhang, Wai Yee Wan
Research Collection Yong Pung How School Of Law
Squeeze-out transactions are controversial as the controlling shareholders may expropriate the minorities’ shareholdings at unattractive prices. Existing scholarship has focused on the optimal approach towards regulating such transactions in the US and the UK, which have widely dispersed public shareholdings, but little attention is placed on jurisdictions with concentrated shareholdings, which may necessitate a different approach given that the prospects of expropriation are very high. This article fills the gap by examining Hong Kong and Singapore, which have concentrated shareholdings. Notwithstanding the fact that they have adapted their corporate and securities laws from the UK, Hong Kong ultimately provides greater …
User Damages And The Limits Of Compensatory Reasoning, Alvin W. L. See
User Damages And The Limits Of Compensatory Reasoning, Alvin W. L. See
Research Collection Yong Pung How School Of Law
The use of the term “user damages” in reference to compensatory damages is particularly problematic because it tends to overgeneralise the cases and conceal the importance of identifying the relevant loss in each case, which has implications on issues of proof, quantification and mitigation. This has contributed to the persistent neglect to squarely address issues of loss, which has in turn led to both over- and underestimation of the limits of compensatory damages. Once we look past the broad label, it becomes obvious that the cases purportedly unified by a common measure of loss tend to vary widely in facts …