eOasis is Rajah & Tann Asia’s legal publications portal, where you can view updates on the latest key legal and regulatory developments in Asia, prepared from a practitioner's viewpoint.
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Key Issues in Opposing a Winding Up Application: Standing of Shareholders and the Basis of Abuse of Process
In Adcrop Pte Ltd v Gokul Vegetarian Restaurant and Cafe Pte Ltd [2023] SGHC 152, the Singapore High Court considered and clarified a number of key issues relating to winding up applications, including the relevant factors that the Court will consider in deciding whether shareholders of the company being wound up have standing to oppose the winding up application, and the Court's discretion to disallow a winding up application commenced as an abuse of process. The decision involved a winding up application that had been filed by a purported creditor against a company and was opposed by one of the company’s two shareholders.
The Court found that the opposing shareholder had standing to oppose the winding up application in her position as a shareholder (or contributory) of the company, even if the company was indisputably insolvent and there would be no returns to the shareholders after distribution to the creditors. The Court also found that the winding up application was commenced as part of a scheme to terminate the company and allow the other shareholder's new company to take over the company's business, and that the purported creditor's application was motivated by the collateral and improper purpose of advancing the scheme, and therefore the winding up application should be dismissed. 31 May 2023 | Singapore
Amendments to OTC Derivatives Reporting Regime Expected to Commence in Oct 2024
The Monetary Authority of Singapore ("MAS") reporting regime for over-the-counter ("OTC") derivatives contracts started in 2013, and the enabling provisions are set out in the Securities & Futures (Reporting of Derivatives Contracts) Regulations 2013 ("SF(RDC)R"). To ease the aggregation of OTC derivatives data through standardisation and harmonisation of data elements, the International Organisation of Securities Commissions had issued three sets of Technical Guidance respectively on unique transaction identifier (“UTI”), unique product identifier (“UPI”) and other critical data elements (“CDE”).Earlier, MAS issued a Consultation Paper setting out the following key proposed amendments to the SF(RDC)R, namely:
- Adoption of the sets of Technical Guidance;
- Changes to the reportable data fields under the SF(RDC)R, including UTI, UPI, and CDE;
- Implementation timeline of revised requirements; and
- Adoption of the ISO 20022 XML message format for OTC derivatives reporting to the trade repository
On 16 May 2023, MAS shared the close-to-final revised SF(RDC)R and the Guidelines to the SF(RDC)R.
This Update provides a high-level outline of the key proposed amendments to the OTC derivatives reporting regime which are expected to commence in October 2024.
Power Development Plan VIII
On 15 May 2023, the Prime Minister of Vietnam issued Decision No. 500/QD-TTg approving the National power development plan for the period between 2021 and 2030, and setting out the vision for 2050 ("PDP VIII"). PDP VIII takes effect from the issuing date and serves as the national master plan for the development not only of the energy sector but also the country's economy in general. It creates the framework for investments and introduces significant changes to the existing regulations for the energy industry in Vietnam. PDP VIII sets out the issues to take note of in relation to green energy transition, clean energy and reduction of CO2 emitting power sources while aiming for a total power capacity to remain at about 400,000 MW.
This Update summarises the key features of PDP VIII.
31 May 2023 | Vietnam柬埔寨的新税法
新《税法》于2023年5月16日根据NS/RKM/0523/004号皇家法令紧急颁布（"《税法》"），因此从2023年5月17日起生效。《税法》废除了1997年2月24日的旧税法及其2003年3月31日的修正案。在本法律资讯中，我们重点介绍《税法》的主要特点。
30 May 2023 | CambodiaManaging Greenwashing Risks: A Southeast Asian Lens
As governments, corporates and individuals double down on efforts on their sustainability and environmental, social and governance (ESG) agenda, there are emerging concerns of "greenwashing" and whether products and services labelled as "green" or "sustainable" are indeed so. What exactly is "greenwashing" and are there legal and regulatory frameworks in place to deal with this?
In this Guide, we aim to provide you with the state of play in the greenwashing legal landscape from a Southeast Asian perspective. Each Country Chapter provides a summary of the existing laws and regulations in each of the nine Southeast Asia jurisdictions that are available for enforcing against greenwashing, as well as some of their key regulators' approaches and initiatives to set clear and enforceable standards on green claims, green credentials, green products or green investments. 26 May 2023 | Singapore
Abrogation of Prakas No. 087 on Land Development
On 19 May 2023, the Ministry of Land Management, Urban Planning and Construction issued Prakas No. 083 on the Abrogation of Prakas No. 087 on Land Development to effectively abrogate Prakas No. 087 on Land Development dated 11 May 2018 ("Prakas No. 087"). Land development permits and the relevant requirements and processes in relation thereof as provided for under Prakas No. 087 are no longer imposed.
26 May 2023 | CambodiaManaging Greenwashing Risks: A Southeast Asian Lens
As governments, corporates and individuals double down on efforts on their sustainability and environmental, social and governance (ESG) agenda, there are emerging concerns of "greenwashing" and whether products and services labelled as "green" or "sustainable" are indeed so. What exactly is "greenwashing" and are there legal and regulatory frameworks in place to deal with this?
In this Guide, we aim to provide you with the state of play in the greenwashing legal landscape from a Southeast Asian perspective. Each Country Chapter provides a summary of the existing laws and regulations in each of the nine Southeast Asia jurisdictions that are available for enforcing against greenwashing, as well as some of their key regulators' approaches and initiatives to set clear and enforceable standards on green claims, green credentials, green products or green investments.
26 May 2023 | CambodiaManaging Greenwashing Risks: A Southeast Asian Lens
As governments, corporates and individuals double down on efforts on their sustainability and environmental, social and governance (ESG) agenda, there are emerging concerns of "greenwashing" and whether products and services labelled as "green" or "sustainable" are indeed so. What exactly is "greenwashing" and are there legal and regulatory frameworks in place to deal with this?
In this Guide, we aim to provide you with the state of play in the greenwashing legal landscape from a Southeast Asian perspective. Each Country Chapter provides a summary of the existing laws and regulations in each of the nine Southeast Asia jurisdictions that are available for enforcing against greenwashing, as well as some of their key regulators' approaches and initiatives to set clear and enforceable standards on green claims, green credentials, green products or green investments.
26 May 2023 | IndonesiaManaging Greenwashing Risks: A Southeast Asian Lens
As governments, corporates and individuals double down on efforts on their sustainability and environmental, social and governance (ESG) agenda, there are emerging concerns of "greenwashing" and whether products and services labelled as "green" or "sustainable" are indeed so. What exactly is "greenwashing" and are there legal and regulatory frameworks in place to deal with this?
In this Guide, we aim to provide you with the state of play in the greenwashing legal landscape from a Southeast Asian perspective. Each Country Chapter provides a summary of the existing laws and regulations in each of the nine Southeast Asia jurisdictions that are available for enforcing against greenwashing, as well as some of their key regulators' approaches and initiatives to set clear and enforceable standards on green claims, green credentials, green products or green investments.
26 May 2023 | Lao PDRManaging Greenwashing Risks: A Southeast Asian Lens
As governments, corporates and individuals double down on efforts on their sustainability and environmental, social and governance (ESG) agenda, there are emerging concerns of "greenwashing" and whether products and services labelled as "green" or "sustainable" are indeed so. What exactly is "greenwashing" and are there legal and regulatory frameworks in place to deal with this?
In this Guide, we aim to provide you with the state of play in the greenwashing legal landscape from a Southeast Asian perspective. Each Country Chapter provides a summary of the existing laws and regulations in each of the nine Southeast Asia jurisdictions that are available for enforcing against greenwashing, as well as some of their key regulators' approaches and initiatives to set clear and enforceable standards on green claims, green credentials, green products or green investments.
26 May 2023 | MyanmarManaging Greenwashing Risks: A Southeast Asian Lens
As governments, corporates and individuals double down on efforts on their sustainability and environmental, social and governance (ESG) agenda, there are emerging concerns of "greenwashing" and whether products and services labelled as "green" or "sustainable" are indeed so. What exactly is "greenwashing" and are there legal and regulatory frameworks in place to deal with this?
In this Guide, we aim to provide you with the state of play in the greenwashing legal landscape from a Southeast Asian perspective. Each Country Chapter provides a summary of the existing laws and regulations in each of the nine Southeast Asia jurisdictions that are available for enforcing against greenwashing, as well as some of their key regulators' approaches and initiatives to set clear and enforceable standards on green claims, green credentials, green products or green investments.
26 May 2023 | PhilippinesManaging Greenwashing Risks: A Southeast Asian Lens
As governments, corporates and individuals double down on efforts on their sustainability and environmental, social and governance (ESG) agenda, there are emerging concerns of "greenwashing" and whether products and services labelled as "green" or "sustainable" are indeed so. What exactly is "greenwashing" and are there legal and regulatory frameworks in place to deal with this?
In this Guide, we aim to provide you with the state of play in the greenwashing legal landscape from a Southeast Asian perspective. Each Country Chapter provides a summary of the existing laws and regulations in each of the nine Southeast Asia jurisdictions that are available for enforcing against greenwashing, as well as some of their key regulators' approaches and initiatives to set clear and enforceable standards on green claims, green credentials, green products or green investments.
26 May 2023 | ThailandManaging Greenwashing Risks: A Southeast Asian Lens
As governments, corporates and individuals double down on efforts on their sustainability and environmental, social and governance (ESG) agenda, there are emerging concerns of "greenwashing" and whether products and services labelled as "green" or "sustainable" are indeed so. What exactly is "greenwashing" and are there legal and regulatory frameworks in place to deal with this?
In this Guide, we aim to provide you with the state of play in the greenwashing legal landscape from a Southeast Asian perspective. Each Country Chapter provides a summary of the existing laws and regulations in each of the nine Southeast Asia jurisdictions that are available for enforcing against greenwashing, as well as some of their key regulators' approaches and initiatives to set clear and enforceable standards on green claims, green credentials, green products or green investments.
26 May 2023 | VietnamBUMN Omnibus Regulations Highlights Special Assignment and Environmental Social Responsibility Programs
The Minister of State-Owned Enterprises (“Minister”) issued the BUMN Omnibus Regulations at the end of March 2023, which consolidated and integrated over 45 ministry-level regulations. The Ministry’s aim in issuing the BUMN Omnibus Regulations is to synchronise the regulations pertaining to state-owned enterprises, which will support the integrated and sustainable management of state-owned enterprises.
25 May 2023 | IndonesiaResolving Construction Disputes through Dispute Adjudication Boards under Indonesian Law
Dispute adjudication boards ("DAB") are increasingly used to resolve disputes over international construction projects. Typically, DAB procedure is not prescribed by laws and/or regulations. It is usually the parties to the dispute that will agree on the applicable rules and procedures for the DAB, which the DAB will then follow. However, laws and regulations on DAB procedure are often enacted where government procurement is concerned.
Indonesia has taken a different approach to DAB procedure. On 21 April 2021, the Minister of Public Works and Housing ("MOPWH") issued MOPWH Regulation No. 11 of 2021 regarding the Procedure and Technical Guidelines for Construction Dispute Adjudication Board ("Regulation 11/2021"). Regulation 11/2021 regulates many aspects of DAB use and procedure. While the name suggests that it is a technical guideline, Regulation 11/2021 is in fact binding in nature, making it relevant to construction disputants.
Regulation 11/2021 demonstrates that the use of DAB is highly regulated in Indonesia. Parties with business activities in the construction industry will need to be aware of Regulation 11/2021 and the obligations imposed. This article will examine Regulation 11/2021 to provide a clear picture on how the Indonesian Government regulates the use of DAB.
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25 May 2023 | IndonesiaReiterating the Procedural and Substantive Requirements for a Moratorium for Schemes of Arrangement
The Insolvency, Restructuring and Dissolution Act 2018 (2020 Rev Ed) allows companies intending to propose a scheme of arrangement to apply to court for a moratorium, during which proceedings against the company would be restrained so as to allow breathing room for its restructuring efforts. In Re All Measure Technology (S) Pte Ltd (RHB Bank Bhd, non-party) [2023] SGHC 148, the Singapore High Court reiterated the applicable principles regarding the granting of a moratorium, including the procedural and substantive requirements.
The Court here dismissed an application for a moratorium, finding that the applicant had not complied with both the procedural and substantive requirements. Sim Kwan Kiat, Walter Yeo and Timothy Ang from Rajah & Tann Singapore LLP represented two of the opposing creditors in this application. Walter Yeo successfully argued the case for the main opposing creditor. 24 May 2023 | Singapore
Cambodia's New Law on Taxation
The new Law on Taxation was promulgated on 16 May 2023 by virtue of Royal Kram No. NS/RKM/0523/004 ("Law on Taxation") on an urgent basis and therefore has come into force from 17 May 2023. The Law on Taxation abrogates the old law on taxation dated 24 February 1997 and its amendment dated 31 March 2003. In this Update, we highlight key features of the Law on Taxation.
24 May 2023 | CambodiaTowards the Harmonised Service of Documents Abroad - Singapore Accedes to the Hague Service Convention
On 16 May 2023, Singapore acceded to the Hague Convention of 15 November 1965 on the Service Abroad of Judicial and Extrajudicial Documents in Civil or Commercial Matters ("Service Convention"), which provides a harmonised set of rules for the service of judicial and extrajudicial documents abroad. This means that litigants in Singapore will be able to utilise the simplified mechanism for service of documents on parties from other Contracting Parties to the Service Convention, providing for a more streamlined and cost-efficient process.The Ministry of Law has stated that the Service Convention will enter into force on 1 December 2023 for Singapore. In this Update, we highlight the key features of the Service Convention and what it will mean for litigants in Singapore. 23 May 2023 | Singapore