The liquidators of the plaintiff Dynasty Line Ltd. ("Dynasty") brought proceedings against the first defendants ("Sia") and second defendant ("Lee") for breaches of duty owned to Dynasty while they were its directors.

This table provides an overview of the key developments in 2012 to date.

The Singapore High Court in Yap Guat Beng v Public Prosecutor laid down the sentencing guidelines for offences of an undischarged bankrupt acting as a director or being involved in the management of a company or a business.

Introduction

The Singapore High Court has confirmed that it will recognize the status and powers of a foreign liquidator in the liquidation of an unregistered foreign company in Singapore.

Life cycle of a company

Statistics from the Accounting and Corporate Regulatory Authority ("ACRA") of Singapore reveal that the increasing number of companies formed in Singapore (2004:17,151; 2009:26,414) is matched by a corresponding increase in the number of companies ceasing operations (2004:5,882; 2009:22,388).

"Subject to contract" clauses are often used in commercial transactions to indicate that an agreement is incomplete until the terms of a formal contract have been settled

The case of Noerwest Pte Ltd (in liquidation) v Newport Mining Ltd [2010] SGHC144 involved the sale of the shares of a company which owned phosphate mining and production fascilities in the Sichuan province.

The Slovak Ministry of Justice was very busy last year, and the recent amendment to the Commercial Code introduces a number of provisions that are aimed at fixing local malpractice related to mergers and liquidation of companies, use of “straw men” as executives and the impact of bad decisions of shareholders on the local affiliates.

In a previous post, we covered the topic of increased liability of executives for not filing the petition for bankruptcy. However, the Ministry of Justice did not stop just there.

Corporate Veil Pierced

Slovakia is getting ready for a major amendment of the Commercial Code, which will also amend the Slovak Act on Bankruptcy and Restructuring. Significant changes are expected in the corporate as well as bankruptcy and restructuring law sector which is underperforming and provides insufficient protection to creditors, despite many previous attempts to improve the regulation of this area.

At the end of April 2015 the National Council of  the Slovak Republic adopted Act No. 87/2015  Coll., which amends and supplements Act No. 513/1991 Coll. Commercial Code, as amended, and also amends and supplements certain acts (the Amendment). The Amendment will significantly affect the content of the corporate law in Slovakia.

The new “company in crisis” special regime will become effective on 1 January 2016. It applies to limited liability companies, joint-stock companies and limited partnerships in which the general partner is not an individual.

A company is deemed to be in crisis when it is insolvent (within the meaning of the Insolvency Act) or at risk of becoming insolvent, which is the case if a company’s equity (registered capital, reserve fund, other capital funds, etc.) to debt ratio is lower than 4/100. This will increase to 6/100 on 1 January 2017 and to 8/100 the year after.