Law Commons^™

For Better Of For Worse: The Statutory Derivative Action In Singapore, Pearlie Koh

Research Collection Yong Pung How School Of Law

Managerial accountability (or the lack of it) to shareholders has been described as “one of the major socio-legal problems of the twentieth century”. That such a comment has come to be made seems inevitable given the fact that common law courts have consistently upheld, in the absence of fraud, the managerial authority of the Board against the shareholders in general meeting. The Directors have almost absolute authority to decide what is, in their opinion, in the commercial interests of the company. The concerns of shareholders are obvious in public companies where, for the sake of economic efficiency and as a …