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Articles 31 - 60 of 135
Full-Text Articles in Business Organizations Law
Corporate Shareholders In Singapore: Retail Shareholders, Effective Empowerment And The Unfulfilled Promise Of The Digital Revolution, Pearlie M. C. Koh, Hwee Hoon Tan
Corporate Shareholders In Singapore: Retail Shareholders, Effective Empowerment And The Unfulfilled Promise Of The Digital Revolution, Pearlie M. C. Koh, Hwee Hoon Tan
Research Collection Yong Pung How School Of Law
Under Singapore’s companies legislation, shareholders are vested with significant powers, placing them in the position to play an important monitoring role. Although there are discernible corporate governance benefits to encouraging shareholders to take on a more participatory role, many have argued against shareholder empowerment. Indeed, it is often asserted that shareholders are ill-equipped to play any role in corporate governance for a variety of reasons, including the generally-held view that shareholders, in particular retail investors, are rationally apathetic. The situation is presumed to be exacerbated in Singapore’s “concentrated shareholding” corporate environment. In this research, we sought empirical data to assess …
An Automation Tax- Adopt With Caution, Vincent Ooi
An Automation Tax- Adopt With Caution, Vincent Ooi
Research Collection Yong Pung How School Of Law
The post highlights three main issues that may result from the rapid and widespread automation of jobs: 1) declining tax revenues; 2) inequitable distribution of gains and losses from automation; and 3) social costs of job displacement, such as social support and retraining programmes for displaced workers.An automation tax may be imposed on a temporary basis to manage (slow) the rate of displacement of workers due to the adoption of automation technologies, but should not be a permanent feature. Otherwise, there will be a risk of loss of competitiveness in the long-term, possibly resulting in even greater economic harm.One main …
Made Crypto Losses? Don't Assume The Taxman Will Subsidise You, Vincent Ooi, Vincent Ooi
Made Crypto Losses? Don't Assume The Taxman Will Subsidise You, Vincent Ooi, Vincent Ooi
Research Collection Yong Pung How School Of Law
The key points we made in the article are as follows:1) One might think that because income from transactions involving cryptocurrencies is taxable, the losses from such transactions would also be deductible. Unfortunately, the situation is not quite so straightforward.2) The key question is whether it is possible to establish that there was a trade or business (in trading cryptocurrencies). If so, then the deduction rules are a lot more generous. Otherwise, there will be quite a few restrictions:a) Losses from cryptocurrency transactions are unlikely to be useable to be set off against income from other sources.b) The losses will …
Sustainability And Corporate Governance In Latin America, Aurelio Gurrea-Martinez
Sustainability And Corporate Governance In Latin America, Aurelio Gurrea-Martinez
Research Collection Yong Pung How School Of Law
Despite the shareholder-oriented corporate governance model that, with a few exceptions, prevails in Latin America, the regulatory framework for businesses in most Latin American countries includes many stakeholder-oriented provisions.
Guide On The Treatment Of Insolvent Micro And Small Enterprises In Asia, Aurelio Gurrea-Martinez
Guide On The Treatment Of Insolvent Micro And Small Enterprises In Asia, Aurelio Gurrea-Martinez
Research Collection Yong Pung How School Of Law
Micro and small enterprises (MSEs) represent the vast majority of businesses in all jurisdictions in Asia. Despite the economic relevance of MSEs and the importance of the insolvency process, most Asian jurisdictions do not have insolvency frameworks that are suitable for MSEs. The COVID-19 pandemic has further exacerbated the woes of these businesses. This Guide is thus prepared with a view of seeking to provide a set of principles or policy recommendations for the implementation of an efficient and effective insolvency framework for MSEs in Asia. These principles or policy recommendations include five key principles suggested for adoption by jurisdictions …
New Assets, (Largely) Same Old Rules: The Taxation Of Digital Tokens, Vincent Ooi
New Assets, (Largely) Same Old Rules: The Taxation Of Digital Tokens, Vincent Ooi
Research Collection Yong Pung How School Of Law
In this blog post, I highlight the fact that across jurisdictions, tax provisions specifically drafted to address the taxation of digital tokens are still quite rare, meaning that existing orthodox tax rules will have to be applied. However, care must be taken when applying tax provisions and one must be aware of the limits of "reasoning by analogy".Some tax provisions make reference to specific assets or asset classes and it cannot be assumed that digital tokens which look very similar to these assets will inevitably fall under those provisions. For example, no matter how much a digital payment token looks …
No Need For Asia To Be Woke - Responsible Capitalism Through An Asian Lens, Dan W. Puchniak
No Need For Asia To Be Woke - Responsible Capitalism Through An Asian Lens, Dan W. Puchniak
Research Collection Yong Pung How School Of Law
LARRY Fink's 2018 proclamation that every company must show "how it makes a positive contribution to society" ostensibly woke American CEOs to the need for companies to fulfil a societal purpose beyond profit maximisation. The American Business Roundtable's 2019 commitment that a business should no longer be run purely for profit is cited as another woke moment for American CEOs to the new reality that corporate purpose matters. However, just as the sun rises first in Asia, there is no need for Asia's CEOs to be woke to the reality that corporate purpose matters.
Sustainability Obligations And Liabilities For The Company Director, Richard Allen, Michael Tang, Jan Tan, Gautam Mukharya
Sustainability Obligations And Liabilities For The Company Director, Richard Allen, Michael Tang, Jan Tan, Gautam Mukharya
Perspectives@SMU
SGX now requires its listees to issue a sustainability report. Why is this happening? And what do directors need to know?
The 2022 Global Philanthropy Environment Index Singapore, Tan K. B. Eugene
The 2022 Global Philanthropy Environment Index Singapore, Tan K. B. Eugene
Research Collection Yong Pung How School Of Law
The three indicator questions in this section pertain to the laws and regulations governing philanthropic organizations (POs). The scoring questions for this category cover three aspects of regulations: (A) formation and registration; (B) operations; and (C) dissolution.
The New Law On Foreign Interference – What’S Next For Businesses, Tan K. B. Eugene, Benjamin Joshua Ong
The New Law On Foreign Interference – What’S Next For Businesses, Tan K. B. Eugene, Benjamin Joshua Ong
Research Collection Yong Pung How School Of Law
In a joint commentary, SMU Associate Professor of Law Eugene Tan and SMU Assistant Professor of Law Benjamin Joshua Ong discussed what the Foreign Interference (Countermeasures) Bill (Fica) means for businesses. They opined that businesses could have disclosure policies for themselves and their stakeholders, akin to conflict of interest disclosures. They also noted that more can be done to clarify the limits to government powers under Fica, and pointed out that conversations about foreign interference must go beyond Fica.
The New Law On Foreign Interference: What's Next For Businesses?, Tan K. B. Eugene, Benjamin Joshua Ong
The New Law On Foreign Interference: What's Next For Businesses?, Tan K. B. Eugene, Benjamin Joshua Ong
Research Collection Yong Pung How School Of Law
The Foreign Interference (Countermeasures) Bill (Fica) was passed in Parliament on Monday after about 10 hours of impassioned debate. Despite the government agreeing to several amendments proposed by the Workers' Party, the substance was not changed in any significant way. Although the government provided more details on how Fica is to operate, more details will be unveiled when it comes into operation. What does all this mean for businesses?
Liability Of Maker Towards Subject Of Negligent Statement: Tan Woo Thian V Pricewaterhousecoopers, Kee Yang Low, Sheena Xuan Hui Heng
Liability Of Maker Towards Subject Of Negligent Statement: Tan Woo Thian V Pricewaterhousecoopers, Kee Yang Low, Sheena Xuan Hui Heng
Research Collection Yong Pung How School Of Law
Negligent misstatement cases typically involve claims by the recipient of the statement. Since Spring v Guardian Assurance, there has been an increasing number of cases where the plaintiff is the subject of the negligent misstatement, which is quite a very different matter. In Tan Woo Thian v PricewaterhouseCoopers Advisory Services Pte Ltd, Singapore’s High Court and Court of Appeal consider the legal intricacies of such a claim.
Implementing An Insolvency Framework For Micro And Small Firms, Aurelio Gurrea-Martinez
Implementing An Insolvency Framework For Micro And Small Firms, Aurelio Gurrea-Martinez
Research Collection Yong Pung How School Of Law
Micro-, small-, and medium-sized enterprises (MSMEs) represent the vast majority of businesses in most countries around the world. Despite the economic relevance of these firms, most insolvency jurisdictions do not provide adequate responses to MSMEs. Moreover, with a few exceptions, the academic literature on insolvency law has not traditionally focused on the treatment of MSMEs in insolvency. This article seeks to contribute to the debate by exploring the primary features and problems of MSMEs in insolvency as well as the weaknesses of the ordinary insolvency framework to deal with MSMEs. It also provides a general overview of the primary reforms …
The Rise Of Pre-Packs As A Restructuring Tool: Theory, Evidence And Policy, Aurelio Gurrea-Martinez
The Rise Of Pre-Packs As A Restructuring Tool: Theory, Evidence And Policy, Aurelio Gurrea-Martinez
Research Collection Yong Pung How School Of Law
The use of pre-packs as a restructuring tool has been traditionally popular in the United Kingdom and the United States. In recent years, however, several jurisdictions around the world, including Singapore, India, Spain, the Netherlands and the Philippines have promoted the use of pre-packs. By shortening the length of insolvency proceedings, pre-packs have the ability to reduce the costs of financial distress—especially those associated with the loss of reputation, employees, suppliers, consumers and goodwill. Thus, pre-packs can help maximise the value of the firm for the benefit of debtors, creditors, and society as a whole. However, the conflict of interests, …
Insolvency Law In Emerging Markets, Aurelio Gurrea-Martinez
Insolvency Law In Emerging Markets, Aurelio Gurrea-Martinez
Research Collection Yong Pung How School Of Law
A well-functioning corporate insolvency system can serve as a valuable tool to promote entrepreneurship, innovation, access to finance and economic growth. Therefore, if having an efficient insolvency framework is essential for any country, it becomes even more important for emerging economies due to their potential for growth and their greater financial needs. Unfortunately, the academic literature has generally paid more attention to the regulation of corporate insolvency in developed countries. Thus, with some notable exceptions, it has largely omitted the debate about the optimal design of insolvency law in jurisdictions that, in addition to requiring a more active policy debate, …
Towards An Optimal Model Of Directors' Duties In The Zone Of Insolvency: An Economic And Comparative Approach, Aurelio Gurrea-Martinez
Towards An Optimal Model Of Directors' Duties In The Zone Of Insolvency: An Economic And Comparative Approach, Aurelio Gurrea-Martinez
Research Collection Yong Pung How School Of Law
When a company becomes factually insolvent but it is not yet subject to a formal insolvency proceeding, the shareholders - or the directors acting on their behalf - may engage, even in good faith, in various forms of behaviour that can divert or destroy value at the expense of the creditors. For this reason, many jurisdictions impose special directors’ duties in the zone of insolvency. From a sample of more than 25 countries from North America, Europe, Latin America, Africa, Middle East, and the Asia-Pacific, this article seeks to explore the most common regulatory models of directors’ duties in the …
Donor-Advised Funds Can Make A Meaningful Impact In Asia, Hang Wu Tang
Donor-Advised Funds Can Make A Meaningful Impact In Asia, Hang Wu Tang
Research Collection Yong Pung How School Of Law
Such funds give donors more say in the philanthropic process, and can lead to donors being tipped off about underfunded causes. These funds also make it possible for non-millionaires to do their bit.
Institutional Investors In China: Corporate Governance And Policy Channeling In The Market Within The State, Lin Lin, Dan W. Puchniak
Institutional Investors In China: Corporate Governance And Policy Channeling In The Market Within The State, Lin Lin, Dan W. Puchniak
Research Collection Yong Pung How School Of Law
The extraordinary rise of China’s economy has made understanding Chinese corporate governance an issue of global importance. A rich literature has developed analyzing the Chinese Communist Party’s (CCP’s) role as China’s largest controlling shareholder and the impact that this has on Chinese corporate governance. However, the CCP’s role as the architect —and direct and indirect controller—of institutional investors in China has been largely overlooked in the legal literature.
The False Hope Of Stewardship In The Context Of Controlling Shareholders: Making Sense Out Of The Global Transplant Of A Legal Misfit, Dan W. Puchniak
The False Hope Of Stewardship In The Context Of Controlling Shareholders: Making Sense Out Of The Global Transplant Of A Legal Misfit, Dan W. Puchniak
Research Collection Yong Pung How School Of Law
The 2008 Global Financial Crisis (GFC) rocked the foundation of the United Kingdom’s financial system. As the dust settled, the UK tried to figure out what went wrong. An autopsy of UK corporate governance revealed that it had developed an acute problem. Institutional investors had come to collectively own a substantial majority of the shares of listed companies, but often lacked the incentive to use their collective ownership rights to monitor them. The failure of these rationally passive institutional investors to act as engaged shareholders—or, as is now the popular vernacular, to be “good stewards”—allowed corporate management to engage in …
The Taxation Of Cryptocurrency Gains, Vincent Ooi
The Taxation Of Cryptocurrency Gains, Vincent Ooi
Research Collection Yong Pung How School Of Law
Taking Singapore as an example, this article lays out a series of tests for determining whether gains arising from the disposal of cryptocurrencies are trade or business income, “all other income” or capital gains. It also considers the possibility of a presumption that individuals engaging in such transactions are gambling.
Mandatory Bids In China: You Can Lead A Horse To Water, But You Can’T Make It Drink, Wei Zhang, Weiran Lin, Bin Zeng, Wenxiu Zhang
Mandatory Bids In China: You Can Lead A Horse To Water, But You Can’T Make It Drink, Wei Zhang, Weiran Lin, Bin Zeng, Wenxiu Zhang
Research Collection Yong Pung How School Of Law
This paper studies mandatory bids in China against an institutional backdrop of restrictive IPO requisites. We find that virtually no shares held by external shareholders are tendered in mandatory bids for all the remaining shares. Mandatory bidders’ tactics to avoid tendering by public investors include pressing down their bid prices, and the potential manipulation of target stock prices. In relation to the economic impacts of mandatory bids, we document that the market responds favourably to their announcements, and that targets’ operational performance improves in their wake, consistent with the theoretical prediction that mandatory bids induce efficient transfers of corporate control. …
Singapore’S Special Insolvency Scheme For Small Companies, Vincent Ooi, Aurelio Gurrea-Martinez
Singapore’S Special Insolvency Scheme For Small Companies, Vincent Ooi, Aurelio Gurrea-Martinez
Research Collection Yong Pung How School Of Law
In this article, the authors examine a temporary program in Singapore to help micro and small businesses facing insolvency amid the COVID-19 crisis.
Implementing An Efficient Insolvency Framework For Micro And Small Firms, Aurelio Gurrea-Martinez
Implementing An Efficient Insolvency Framework For Micro And Small Firms, Aurelio Gurrea-Martinez
Research Collection Yong Pung How School Of Law
Micro, small and medium-sized enterprises (MSMEs) represent about 90% of businesses and more than 50% of employment worldwide. Despite the economic relevance of MSMEs in most countries around the world, and even more in emerging markets, most insolvency jurisdictions do not address adequately the insolvency of MSMEs. In a recent article, entitled ‘Implementing an Insolvency Framework for Micro and Small Firms’ (International Insolvency Review, forthcoming), I seek to contribute to the existing literature on the insolvency treatment of MSMEs. After analysing the particular problems and features of MSMEs, as well as the insolvency reforms for MSMEs recently implemented in various …
Recalibrating Directors’ Liabilities Amidst Technological Flux, Pey Woan Lee, Susanna Leong
Recalibrating Directors’ Liabilities Amidst Technological Flux, Pey Woan Lee, Susanna Leong
Research Collection Yong Pung How School Of Law
In this chapter, we consider how to balance corporate innovation and personal liability in the specific context of directors’ exposure to personal liability for corporate copyright infringements. Directors may incur personal liability in the statutory context if they have ‘authorised’ the company’s infringement, or at common law if they acted as the company’s joint tortfeasor. Due to the conflicting policy goals of encouraging innovation whilst preserving personal accountability, we observe that this regime is unsatisfactory. Delving into the modern history of copyright law, we seek to demonstrate that directors of technological companies operate in an environment of high legal uncertainty …
Recalibrating A Doctor’S Duty To Advise, Kee Yang Low
Recalibrating A Doctor’S Duty To Advise, Kee Yang Low
Research Collection Yong Pung How School Of Law
Section 37 of the Civil Law ActThe past two decades have witnessed significant developments in the area of a doctor’s duty to advise his patient. Whilst observers are still digesting the full implications of the Hii Chii Kok modifications to the Montgomery test, the legal position has been altered yet again, this time by the statutory addition of s 37 of the Civil Law Act. This article examines the changes and their implications.
International Standards: Catalyst Or Barrier For Innovative Entrepreneurship In Singapore?, Tan K. B. Eugene
International Standards: Catalyst Or Barrier For Innovative Entrepreneurship In Singapore?, Tan K. B. Eugene
Research Collection Yong Pung How School Of Law
This research, under the Competition and Consumer Commission of Singapore inaugural Research Grant 2018, considers whether and how international standards, specifically those of the International Organization for Standardization (ISO), can function as a catalyst or barrier to innovative entrepreneurship in Singapore. It also interrogates how private (and quasi-public regulation) affect competition and whether such barriers are anti-competitive. In essence, while innovation and entrepreneurship are necessary, they may not be sufficient in ensuring that a product or service is competitive and able to access export markets. The growing movement towards and the expectation of businesses engaging in responsible behaviour has led …
The Effect Of Green Announcements On Stock Returns Of New Zealand Listed Companies, David K. Ding
The Effect Of Green Announcements On Stock Returns Of New Zealand Listed Companies, David K. Ding
Research Collection Lee Kong Chian School Of Business
The purpose of this paper is to investigate the effect of corporate green announcements on the stock performance of listed companies in New Zealand. We find that the market has a positive, though not significant, reaction to the announcements. New Zealand companies are largely viewed to be already quite green at the onset and the market is not very much surprised by such announcements but expect them to continue being green. Our results are consistent with the view that to be green is costly, especially so in a developed economy where the cost of doing business is high. Our findings …
Insolvency Law In Emerging Markets, Aurelio Gurrea-Martinez
Insolvency Law In Emerging Markets, Aurelio Gurrea-Martinez
Research Collection Yong Pung How School Of Law
Corporate insolvency law can serve as a powerful mechanism to promote economic growth. Ex ante, a well-functioning insolvency framework can facilitate entrepreneurship, innovation and access to finance. Ex post, corporate insolvency law can perform several functions, including the reorganization of viable companies in financial distress, the liquidation of non-viable businesses in a fair and efficient manner, and the maximization of the returns to creditors. Therefore, if having an efficient corporate insolvency framework is essential for any country, it becomes even more important for emerging economies due to their potential for growth and their greater financial needs.
The Value Of Insolvency Law In The Covid‐19 Crisis, Aurelio Gurrea-Martinez
The Value Of Insolvency Law In The Covid‐19 Crisis, Aurelio Gurrea-Martinez
Research Collection Yong Pung How School Of Law
The COVID-19 pandemic not only has generated a social, humanitarian and public health crisis but it has also led to the worst recession the world’s economy has experienced since the Great Depression.283 As a response to the economic challenges generated by the COVID-19 crisis, many countries are responding with a variety of legal and economic measures that seek to support businesses, employees, and households
Stock Buybacks: Some Old Norm Should Remain New, Wei Zhang
Stock Buybacks: Some Old Norm Should Remain New, Wei Zhang
Research Collection Yong Pung How School Of Law
Corporate payouts, especially through stock buybacks, are never short of critics. COVID-19 has simply energized them further. From the energy industry to airlines and banks, US public companies are blamed for ensnaring themselves into the abysmal crisis in the midst of COVID-19 by handing out cashes extravagantly to buy back stocks years before. However, as astutely pointed out by Professors Jesse Fried and Charles Wang, the critics did not get the facts right even before COVID-19. After taking into consideration the amount of newly raised capital through equity or debt issuances, the cumulative net payouts by US public companies between …