The COVID-19 (Temporary Measures) Act (the Act) will have a considerable impact on the enforcement of certain contracts and commercial disputes in Singapore for the next 6 to 12 months. The Act was passed by the Singapore Parliament, and commenced on the same day, 7 April 2020.
The key measures of the Act are:
The Act is meant to give temporary relief to financially distressed individuals, firms and businesses who are facing challenges imposed by COVID-19 but who are otherwise viable and profitable.
It is unsurprising that many of the Act’s sections expressly refer to the relevant provisions of the personal and corporate insolvency legislation applicable in Singapore. In this regard, it is noteworthy that the Act refers expressly to the Insolvency, Restructuring and Dissolution Act (“IRDA”). This warrants some explanation.
Christchurch based company Cryptopia Limited (in liquidation) (Cryptopia) operated a cryptocurrency exchange. Account holders were able to deposit cryptocurrencies into the exchange, and carry out trades with each other.
In January 2019 the exchange was hacked and cryptocurrencies valued at approximately NZD30m were stolen. Cryptopia closed after the hack, re-opened for a short period, and was then placed into insolvent liquidation in May 2019. David Ruscoe and Russell Moore of Grant Thornton New Zealand were appointed liquidators.
A recent decision of the High Court of New Zealand provides helpful guidance for insolvency practitioners on how aspects of the voluntary administration regime should operate in the context of the COVID-19 pandemic.
On 30 March 2020, the board of directors of EncoreFX (NZ) Limited resolved to appoint administrators to the company. By then, New Zealand was already at Level 4 on the four-level alert system for COVID-19.
The COVID-19 pandemic has placed immense strain across the whole of the economy and raises the issue of how company directors should balance their obligations to shareholders and creditors while ensuring that they protect themselves from any personal liability.
Companies and their directors in the following sectors of the economy face difficult decisions:
The Ministry of Law in Singapore has announced that it will introduce a bill to the Parliament next week to offer temporary relief to businesses and individuals who are unable to fulfil their contractual obligations because of the COVID- 19 pandemic.
The proposed bill includes:
The UK Court of Appeal has held that legal privilege outlasts the dissolution of a company in Addlesee v Dentons Europe LLP [2019] EWCA Civ 1600.
Legal advice privilege applies to communications between a client and its lawyers. The general rule is that those communications cannot be disclosed to third parties unless and until the client waives the privilege.
上周，曾在新加坡证券交易所有限公司（“新交所”）上市的Otto Marine有限公司（以下简称“Otto Marine”）提出申请将公司提交司法托管（“司法托管申请”）并请求任命临时司法管理人。
该公司系总部为新加坡的Otto Marine集团的核心成员，Otto Marine集团拥有约70家子公司，联营公司和间接子公司，在全球拥有622名员工。 Otto Marine集团从事投资控股，船舶建造，维修和服务，船舶租赁和租赁以及离岸服务业务。 Otto Marine的独任董事暨实际股东是马来西亚大亨拿督斯里丘志肖。
司法托管申请发生于2015年约1.83亿美元的亏损以及2016年10月自新加坡证券交易所自愿退市之后。根据该公司截至2017年12月31日的管理账目初稿，本财政年度累计录得亏损约8100万美元。 在支持司法托管申请的法院文件中，该公司估计总负债约为8.77亿美元，并宣称自己无力偿还债务，并援引大华银行提交的清盘申请和各种未决执行申请等事宜。
根据法庭文件，拿督斯里丘志肖本人似乎是该公司最大的单一债权人，其本人或其附属公司享有2.08亿美元债权。
The company sits at the apex of the Singapore-headquartered Otto Marine Group, which has some 70 subsidiaries, associate companies and indirect subsidiaries, employing more than 622 employees worldwide. The Otto Marine Group is in the business of investment holding, construction, repair and servicing of vessels, chartering and leasing of vessels, and offshore services. The sole director and effective shareholder of Otto Marine is Malaysian tycoon Datuk Seri Yaw Chee Siew.
Globalisation has been described as an evolving set of consequences – some good, some bad and some unintended. In this regard, when companies go global, insolvency is perhaps the furthest thing from their minds. Yet, while business failure may be unintended, when a global company becomes insolvent or attempts debt restructuring, its insolvency representative e.g. liquidator or manager, will often have to deal with assets and creditors across the globe.