Singapore is positioning itself as a hub for insolvency and restructuring. Imminent changes to Singapore's mediation landscape suggest that mediation will soon become one of the tools available to insolvency and restructuring practitioners in resolving their clients' concerns. Similarly, there is room for employing arbitration in specific types of dispute, which will assist with insolvency and restructuring matters and help to resolve them more expediently.
An online travel platform recently obtained Singapore's first super priority order for rescue financing pursuant to Section 211E(1)(b) of the Companies Act. This groundbreaking decision provides valuable guidance to insolvency practitioners regarding future applications for super priority rescue financing, which will hopefully increase the attractiveness of distressed financing as an investment opportunity in Singapore, fostering its development as an insolvency and restructuring hub.
Parties entering into arbitration agreements ordinarily abide by their contractually chosen dispute resolution mechanism and proceed accordingly. However, counterparties sometimes start proceedings in a foreign jurisdiction in breach of an arbitration clause. A recent Singapore Court of Appeal decision sets out firm guidance that a party that finds itself in this scenario should act as fast as possible to restrain the counterparty by way of an anti-suit injunction.
The Singapore High Court recently delivered a landmark decision on the recognition of foreign bankruptcy proceedings and the public policy exception under the Singapore Model Law. In this groundbreaking decision, the court ruled on several matters relating to the law for the first time, including the relevant date and other factors for determining a debtor's centre of main interests.
In a recent High Court judgment, the plaintiff successfully imposed a winding-up order on a debtor company six weeks after the service of a statutory demand for an underlying debt of $250 million. This decision is an important comment on the standard of proof required for a debtor company to show that there is a dispute – and therefore stave off winding-up proceedings by a creditor – where the underlying contract is subject to arbitration.
The Companies Act was amended in May 2017 to introduce a number of improvements to Singapore's debt restructuring laws regarding super-priority status for rescue financing, schemes of arrangement, judicial management and cross-border insolvency. This article reviews the various court decisions (both reported and unreported) that have been issued since the changes became operative.
In 2017 Parliament aligned Singapore with other leading arbitration jurisdictions by embracing third-party funding as a viable method for increasing access to justice for parties involved in specific arbitration proceedings. Less than one year later, the market for third-party funding in Singapore has seen significant activity, and practitioners and clients alike are keen to explore the benefits and opportunities associated with third-party funding.
The much-anticipated Insolvency, Restructuring and Dissolution Bill was recently passed. The bill aims to ensure that Singapore's restructuring and insolvency laws remain relevant and progressive to support its position as a global restructuring hub. The bill also represents the last phase of implementing recommendations from the Insolvency Law Review Committee and the Committee to Strengthen Singapore as an International Centre for Debt Restructuring.
The Singapore High Court recently delivered a landmark decision on the question of public policy under the United Nations Commission on International Trade Law Model Law on Cross-Border Insolvency, as adopted by Singapore in the Tenth Schedule to the Companies Act (the Singapore Model Law). This is the first reported decision in which a Singapore court has been faced with the question of public policy in an application for recognition of a foreign insolvency proceeding.
The Financial Year 2015 Budget Statement was recently submitted to Parliament. The 2015 budget focuses on promoting innovation and internationalisation and investing in economic and social infrastructure for the future. Numerous changes to fiscal policy have been introduced pursuant to the 2015 budget. These changes have significant tax implications for potential inbound investors.
Singapore's strong financial centre and stable political environment are among the many reasons why investment in Asia-Pacific starts there. Singapore also offers a competitive corporate tax regime. This update explains the corporate income tax regime in Singapore and tax-related concepts that are relevant to foreign investment, and highlights key considerations for any foreign party intending to invest in Singapore.
A recent decision of the Singapore High Court gives valuable insight into the court's approach to applications for the private direct sale of arrested vessels in Singapore. However, much will depend on the specific circumstances of the case, and the Singapore courts are exercising more caution when dealing with applications for judicial approval of private direct sales in order to safeguard the interests of all interested parties.
As a general rule, a foreign company must set up an appropriate business entity before commencing business in Singapore. The three most common types of business entity used by foreign companies wishing to establish a presence in Singapore are representative offices, branch offices and private companies with limited liability.
The European Union and Singapore recently initialled a free trade agreement, which includes an investment chapter that is still under negotiation. Although the full details are yet to be seen, the chapter is expected to contain provisions on fair and equitable treatment and most-favoured nation treatment, as well as an umbrella clause and a dispute resolution agreement.
Corporate counsel have been closely following new initiatives introduced by the Singapore government this year that affect the hiring of foreign employees. While the initial measures have been relatively moderate, a pattern is starting to develop that could potentially have a large impact on Singapore's workforce – one-third of which is composed of foreign employees.
Much of the business conducted in Singapore involves cross-border transactions, which can often lead to disputes over whose terms and conditions apply. As such, parties aiming to manage their risk and potential liability through terms and conditions that include choice of law provisions should ensure that their contracts are localised to prevent potential conflicts before they arise.
As European corporate clients from civil law jurisdictions expand their businesses and enter into common law jurisdictions such as Singapore, their template contracts most likely need adjustment. Many templates from civil law jurisdictions address damages in the event of breach. Although straightforward penalty clauses are often included, they are generally unenforceable in common law jurisdictions, including Singapore.
The Ministry of Finance, the Monetary Authority of Singapore and the Inland Revenue Authority of Singapore recently announced plans to implement four new measures to strengthen Singapore's exchange of information framework. Taxpayers and financial institutions should be aware of their reporting obligations and issues that may arise from these measures, especially in the context of preventing cross-border tax offences.
The Singapore International Arbitration Centre (SIAC) has amended its rules of arbitration to incorporate the latest best practices in international arbitration and reflect SIAC's new governance structure. With these recent changes, SIAC has addressed its increasing caseload and emphasised the promotion of time-efficient proceedings.
Under Singapore arbitration law, parties can opt to have their arbitration proceedings governed by either Singapore's domestic arbitration regime or the international arbitration regime. As a recent case illustrates, when drafting an arbitration clause, it may be prudent to explore the differences between the two regimes in respect of the powers of the court and arbitral tribunals to grant interlocutory orders.