Legal Updates for March 2016
The Independent Contractor Defence in Construction Projects
The question of responsibility for defects in the design and construction process has come under close scrutiny in recent times. When multiple parties are involved in the execution of a project, and defects are alleged thereafter, it is likely that parties may seek to engage in a blame game. To that end, some parties may seek to rely on the argument that they are not responsible in circumstances where an 'independent contractor' has been engaged. The independent contractor defence protects an employer from vicarious liability for the negligence of an independent contractor. In the recent decision of MCST Plan No 3322 v Mer Vue Developments Pte Ltd and others  SGHC 38, the High Court examined the applicability of the defence in the context of the construction industry.
Singapore Court of Appeal: Derivative Actions by Shareholders not Available for Companies in Liquidation
The Court of Appeal has decided on an important and novel point of law regarding derivative actions. In Petroships Investment Pte Ltd v Wealthplus Pte Ltd and others  SGCA 17, the Court of Appeal held for the first time that derivative actions are not available where the company in question is in liquidation. In the landmark judgment, the Court of Appeal also made a number of important observations in relation to the continued applicability of the common law derivative action. The 2nd and 3rd Respondents in the case were successfully represented at both the High Court and the Court of Appeal by Chandra Mohan Rethnam, Khelvin Xu, and Tan Ruo Yu of Rajah & Tann Singapore LLP.
Revised Singapore Code on Take-Overs and Mergers to Take Effect from 25 March 2016
The Singapore Code on Take-overs and Mergers ("Code") was introduced in 1974 and last revised in 2012. In July 2015, the Securities Industry Council identified certain areas in the Code that needed to be refined or updated in view of market developments and evolving international practices, and proposed amendments via a public consultation ("Consultation"). The Consultation ended on 6 August 2015.
On 25 February 2016, the Monetary Authority of Singapore issued a revised Code incorporating feedback received from the public consultation. The amendments to the Code will take effect on 25 March 2016.
This update looks at the key changes to the Code.