Legal Updates

Legal Updates for Apr - 2020

COMPETITION BITES 2020 - Issue 2
We share our second issue of Competition Bites for 2020, providing you with updates of key developments across South East Asia as pulled together by our regional competition law practice. These are difficult times given, amongst other factors, the changing ways in which we work. Yet, the competition regulators across South East Asia and beyond remain active. The focus for this issue is the Decree setting out Vietnam’s new merger notification thresholds which will take effect on 15 May 2020.
30 Apr 2020 | Singapore

Conducting Meetings by Electronic Means for Corporate Insolvency and Bankruptcy Matters and Corrigendum
The COVID-19 pandemic has made it impracticable to conduct various types of meetings prescribed under written law and certain legal instruments, which require physical attendance. These include meetings for insolvency and bankruptcy matters.

On 27 April 2020, two Orders prescribing alternative arrangements for meetings in respect of insolvency matters and bankruptcy matters were issued under the COVID-19 (Temporary Measures) Act 2020 (“Act”) that provides, among other things, meetings convened, held, conducted or deferred, on or after 27 March 2020, in accordance with alternative arrangements prescribed under the Act will be deemed to have satisfied relevant requirements under written law or legal instruments.

Click on “Read More” for our latest Update that provides a summary of the two Orders in respect of conducting meetings by electronic means in respect of insolvency matters (with a focus on companies incorporated under Singapore Companies Act), and bankruptcy matters.

30 Apr 2020 | Singapore

COVID-19: Interim “Immunity Booster” for Financially Distressed Companies

In fighting against our common enemy, COVID-19, the Government of Malaysia has implemented a Movement Control Order (“MCO”) commencing on 18 March 2020 and currently extended until 12 May 2020 (“MCO Period”).

It is inevitable that beyond the MCO Period, the global and domestic economies will continue to be severely impacted due to reduced socio-economic activities – with each passing day, many business entities are struggling to survive.

In this Update, we are specifically considering the practical and legal issues pertaining to the interim measures taken by the Government of Malaysia in an attempt to assist financially distressed companies from being wound up by the Court.

29 Apr 2020 | Malaysia

Update: Conducting Meetings by Electronic Means Amid COVID-19
Various control and safe distancing measures have been put in place in Singapore to prevent the spread of COVID-19. These measures along with provisions under written law and certain legal instruments requiring personal attendance at meetings have caused difficulties to business entities in Singapore in conducting their annual general meetings and meetings involving a large number of participants.

In response to this, the COVID-19 (Temporary Measures) Act 2020 ("Act") was enacted to provide, among other things, that meetings convened, held, conducted or deferred, on or after 27 March 2020, in accordance with the alternative arrangements prescribed under the Act will be deemed to have satisfied the relevant requirements under the written law or legal instrument.

This Update highlights the changes to the period of application of the prescribed alternative arrangement for conducting shareholders, unitholders and bondholders meetings by electronic means and new Orders issued under the Act to prescribe for the alternative arrangements for conducting meetings by electronic means for other types of meetings and business entities.
29 Apr 2020 | Singapore

Extension of Support Measures for Businesses to Cover Prolonged Circuit Breaker
On 21 April 2020, the Singapore Government announced that the original circuit breaker measures ("Measures") lasting from 7 April to 4 May 2020 would be extended to 1 June 2020 (inclusive), totalling eight weeks of such Measures. These Measures include the closure of all non-essential businesses, which has since been further tightened such that only 15% of the usual workforce continues to physically attend at their workplaces.

The Solidarity Budget (covered in our earlier Client Update titled "In Solidarity: Third Budget to Support Businesses through COVID-19 Circuit Breaker Measures") announced several relief measures to assist employers in retaining their workforce. This has now been extended to cover the full circuit breaker period, and includes the enhanced Jobs Support Scheme ("JSS") and a second Foreign Worker Levy ("FWL") waiver and rebate

This Update covers the above, as well as a further announcement from the Ministry of Manpower ("MOM") on its requirements of employers which may affect the receipt of the JSS and FWL payouts.
29 Apr 2020 | Singapore

DOLE Suspends Alien Employment Permit Processing and Allows Deferment of Payment of Holiday Pay for April 2020

In light of the enhanced community quarantine ("ECQ") implemented in the Luzon Region due to the COVID-19 outbreak in the Philippines, the Department of Labor and Employment (DOLE) suspended the processing and issuance of alien employment permits (AEP) and allowed employers to defer the payment of holiday pay to employees.  The ECQ was implemented on 16 March 2020 and would be in effect until 30 April 2020.  On 24 April 2020, President Rodrigo Duterte announced another extension of the ECQ in high-risk areas which include Metro Manila, Central Luzon, the CALABARZON Region (Cavite, Laguna, Batangas, Rizal and Quezon), the island of Cebu, the provinces of Davao del Norte, Davao de Oro, and Davao City, among other areas until 15 May 2020.

28 Apr 2020 | Philippines

DFA, BI Suspend Transactions Due to Enhanced Community Quarantine

In view of the enhanced community quarantine (ECQ), the Department of Foreign Affairs ("DFA") and the Bureau of Immigration ("BI") imposed a suspension on certain visa-related transactions.

28 Apr 2020 | Philippines

BIR Eases Procedures and Provides Reliefs Including those that are Related to Needed Healthcare Equipment in View of the ECQ

The Bureau of Internal Revenue ("BIR") has extended deadlines, suspended assessment and collection of deficiency taxes, and exempted the importation of needed healthcare equipment or materials from certain taxes and duties in view of the Enhanced Community Quarantine ("ECQ") imposed by the Philippine government in response to the worsening COVID-19 outbreak in the Philippines.  The quarantine was announced in the evening of 16 March 2020 and was scheduled to end on 30 April 2020.  On 24 April 2020, President Rodrigo Duterte announced another extension of the ECQ in high-risk areas which include Metro Manila, Central Luzon, the CALABARZON Region (Cavite, Laguna, Batangas, Rizal and Quezon), the island of Cebu, the provinces of Davao del Norte, Davao de Oro, and Davao City, among other areas until 15 May 2020.

28 Apr 2020 | Philippines

Company Registration and Transactions with the SEC During the Period of Enhanced Community Quarantine

The Securities and Exchange Commission ("SEC") adopted guidelines as a response to the imposition of the enhanced community quarantine (ECQ) all over Luzon by reason of the rapid spread of the COVID-19 pandemic.  Most transactions with the SEC, which include applications for company registration and submission of required reports, can be made online.

28 Apr 2020 | Philippines

Measures to Support Enterprises Affected by COVID-19 Pandemic in China
The COVID-19 pandemic has caused significant disruption to the business and operation of many enterprises in China. In order to help enterprises (especially SMEs) that are affected by the pandemic relieve their burden and overcome the difficulties during this period, the central government of China has released temporary policies, reliefs and guidelines. The ministries of the central government and the local governments have also issued temporary policies and reliefs in accordance with the guidelines issued by the central government.

This Update discusses the key measures implemented by the central government to support enterprises amidst the pandemic.
27 Apr 2020 | Singapore

Measures to Support Enterprises Affected by COVID-19 Pandemic in China

The COVID-19 pandemic has caused significant disruption to the business and operation of many enterprises in China. In order to help enterprises (especially SMEs) that are affected by the pandemic relieve their burden and overcome the difficulties during this period, the central government of China has released temporary policies, reliefs and guidelines. The ministries of the central government and the local governments have also issued temporary policies and reliefs in accordance with the guidelines issued by the central government.  

This Update discusses the key measures implemented by the central government to support enterprises amidst the pandemic.

27 Apr 2020 | China

General Meeting of Shareholders Goes Online

In light of the approaching deadline for public companies to hold their annual GMS, the Indonesian Financial Services Authority (Otoritas Jasa Keuangan or "OJK") issued two new regulations this week on general meeting of shareholders ("GMS") of public companies, namely OJK Regulation No. 15/POJK.04/2020 ("POJK 15") and OJK Regulation No. 16/POJK.04/2020 ("POJK 16"). POJK 15 and POJK 16 allow public companies to hold their GMS virtually ("e-GMS") through an e-GMS system provided by an e-GMS provider.

In addition, both regulations enable the granting of an electronic proxy ("e-Proxy") through the e-GMS system. While AHP has discussed the e-proxy mechanism in its previous client update, certain provisions have been adjusted in POJK 16 to facilitate the implementation of the e-GMS better.

27 Apr 2020 | Indonesia

Automatic Extension for Release of Unaudited Financial Results for Issuers with Feb, Mar and Apr 2020 FY-ends
Issuers listed on the SGX-ST Mainboard and Catalist face practical difficulties in adhering to the deadlines for releasing their financial statements during the “circuit breaker” measures implemented by the Government from 7 April 2020 to 1 June 2020 (extended from 4 May 2020).

In light of this, the Singapore Exchange Regulation announced on 22 April 2020 that it will grant an automatic time extension for selected issuers to release their full year unaudited results with reference to their financial year ends ("FYE"):

  • Two months extension for issuers with 29 February 2020 FYE or 31 March 2020 FYE; and
  • One month extension for issuers with 30 April 2020 FYE.
This Update highlights the matters that a listed issuer should take note of in view of this development.
27 Apr 2020 | Singapore

Expectations of Disclosures by Issuers During COVID-19
During this period of disruption to business caused by the pandemic, issuers listed on the SGX-ST Mainboard and Catalist and shareholders, alike are facing challenges. The economic uncertainty and market volatility make it necessary for shareholders to have up-to-date information concerning material changes in issuers’ business and operations.

Against this backdrop, the Singapore Exchange Regulation (“SGX RegCo”) had, on 22 April 2020, issued a statement on the Regulator's Column setting out SGX's expectations of issuers' disclosures during COVID-19 and considerations to guide issuers in complying with their disclosure obligations under the Listing Rules of the SGX-ST Mainboard and Catalist.

This Update highlights issuers' disclosure obligations during COVID-19 with reference to the general guidance by SGX RegCo.
24 Apr 2020 | Singapore

Statutory Moratorium Against Breach of Scheduled Contracts Starts 20 April 2020
On 20 April 2020, the provisions in the COVID-19 (Temporary Measures) Act 2020 Act dealing with the following temporary measures came into force:
  • Temporary relief for inability to perform a scheduled contract specified in the Act that is to a material extent caused by a COVID-19 event; and
  • Temporary relief for financially distressed individuals and businesses by increasing the debt thresholds for bankruptcy and insolvency.
The Regulations setting out the details for a party to seek the temporary reliefs under the Act were also issued and came into force on 20 April 2020.

This Update provides a summary of the requirements and process for seeking these temporary reliefs under the Act and includes an overview guide of the procedure diagrammed for your ease of reference.
23 Apr 2020 | Singapore

COVID-19: Company Meetings and Filings in the Current Situation (Updated 23 April 2020)

The government has introduced several measures to alleviate the impact of COVID-19 on business operations in Thailand, namely, several notifications to relax requirements and obligations on the part of business operators. These include, among others, the requirements for corporate entities to hold their annual general meeting and submit financial statements and reports to the authorities. We had earlier issued a Client Update on "COVID-19: Company Meetings and Filings in the Current Situation" on 9 April 2020. There have since been notable updates and developments in this area with regard to meetings via electronic media. Below is a summary of the updated measures and relevant guidelines as at 23 April 2020.

23 Apr 2020 | Thailand

COVID-19 AGM Matters & the Move to Virtual General Meetings

As the COVID-19 threat continues to escalate and companies struggle to stay afloat, the Companies Commission of Malaysia, in doing its part to offer companies breathing room, has provided a procedure for the extension of time for public companies to hold annual general meetings (“AGMs”), and has also introduced an extension of time for public and private companies to circulate and lodge financial statements and reports.

Regarding the conduct of AGMs, the Securities Commission Malaysia has issued guidelines on the conduct of general meetings during the Mandatory Control Order period and the post-MCO period.

21 Apr 2020 | Malaysia

Imposition of Price Freeze and Enumeration of Establishments Allowed to Operate during the Period of Enhanced Community Quarantine

The Department of Trade and Industry issued various circulars in line with the Philippine government’s response to the COVID-19 pandemic. These circulars address various measures taken by the government including the imposition of price freeze or price control, measures against panic buying and hoarding, and granting of grace period for rent due on residential and commercial leases.  The circulars also address the movement of cargo and transit of personnel of business establishments allowed to operate during the enhanced community quarantine (ECQ) declared under the Memorandum issued by the Executive Secretary on 16 March 2020. 

21 Apr 2020 | Philippines

Philippine Legislature Grants the President Temporary Emergency Powers to Combat COVID-19 Outbreak

On 8 March 2020, the President of the Philippines declared a State of Public Health Emergency throughout the Philippines due to COVID-19. Following the continued rise of COVID-19 cases, the President, on 16 March 2020, declared a State of Calamity throughout the Philippines  and imposed an Enhance Community Quarantine (“ECQ”) throughout Luzon from 17 March 2020 until 12 April 2020, which was subsequently extended until 30 April 2020. 

The imposition of the ECQ resulted in the suspension of all classes, prohibition of mass gatherings, observance of strict home quarantine in all households with the exception of accessing basic necessities, closure of private establishments except those providing basic necessities, and suspension of mass public transport, among others.

21 Apr 2020 | Philippines

Imposition of Price Freeze and Enumeration of Establishments Allowed to Operate during the Period of Enhanced Community Quarantine

The Department of Trade and Industry issued various circulars in line with the Philippine government’s response to the COVID-19 pandemic. These circulars address various measures taken by the government including the imposition of price freeze or price control, measures against panic buying and hoarding, and granting of grace period for rent due on residential and commercial leases. The circulars also address the movement of cargo and transit of personnel of business establishments allowed to operate during the enhanced community quarantine (ECQ) declared under the Memorandum issued by the Executive Secretary on 16 March 2020.

21 Apr 2020 | Philippines

The Internet of Things Cyber Security Guide – What You Should be Doing to Protect Against Cyber Threats
On 13 March 2020, the Infocomm Media Development Authority ("IMDA") launched a new Internet of Things ("IoT") Cyber Security Guide ("Guide"). The Guide was developed by IMDA after taking in comments from IMDA's public consultation in January 2019, and in consultation with the Cyber Security Agency of Singapore. It aims to offer enterprise users better guidance on procuring, deploying and operating IoT technology, while enabling solution providers to verify the security posture of their solutions. This Update highlights the key features of the Guide.
20 Apr 2020 | Singapore

SME Loan Financing Obligations Amidst Covid-19
The Monetary Authority of Singapore has announced a set of relief measures meant to ease the financial strain on small and medium enterprises ("SMEs") in Singapore. Such relief measures include support for SMEs to defer the payment of principal on their secured loans and the provision of loans to SMEs at potentially lower interest rates. Furthermore, on 7 April 2020, the Parliament passed the COVID-19 (Temporary Measures) Act 2020, which provides for support and protection for SMEs which are unable to perform their obligations under scheduled contracts due to the ongoing COVID-19 outbreak.

Such measures include a six-month moratorium period starting from 20 April 2020 during which SMEs are provided broad protection against legal action and enforcement of security in respect of certain scheduled contracts and temporary modifications to the insolvency regime to limit certain insolvency proceedings.

This Update discusses the relief measures relating to SME loan financing obligations amid COVID-19.
20 Apr 2020 | Singapore

Conducting Meetings by Electronic Means Amid COVID-19
Issuers listed on SGX-ST Mainboard and Catalist are facing difficulties in conducting their annual general meetings ("AGMs") due to the enhanced control and safe distancing measures that apply from 27 March 2020 to 4 May 2020 ("Control Period") coupled with provisions under written law and certain legal instruments requiring personal attendance at meetings. To address these challenges, the COVID-19 (Temporary Measures) Act 2020 came into force partially on 7 April 2020 to provide, among other things, that meetings convened, held, conducted or deferred, on or after 27 March 2020, in accordance with the alternative arrangements prescribed under the Act will be deemed to have satisfied the relevant requirements under the written law or legal instrument. The COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020 was issued on 13 April 2020 to prescribe the alternative arrangements for conducting meetings ("Alternative Arrangements"). On the same day, SGX RegCo (together with ACRA and MAS) jointly prepared a comprehensive and useful checklist to guide listed and non-listed entities on the conduct of general meetings during the Control Period.

This Update discusses the Alternative Arrangements for conducting a meeting or AGM by a listed issuer during the Control Period, with reference to the Order and the Checklist, along with some practical notes.
18 Apr 2020 | Singapore

Singapore-New Zealand Declaration on Trade in Essential Goods for Combating the COVID-19 Pandemic
The COVID-19 pandemic has led to the imposition of control orders and restrictions in numerous jurisdictions. One of the key issues arising from this is whether countries can continue to maintain their supplies of essential goods. In this regard, Singapore and New Zealand have jointly launched the Declaration on Trade in Essential Goods for Combating the COVID-19 Pandemic ("Declaration") on 15 April 2020. The Declaration concretises actions Singapore and New Zealand will undertake to keep trade lines open for essential items during this time. In this Update, we highlight the key features of the Declaration.
17 Apr 2020 | Singapore

Measures to Help S-REITs Manage Cash Flow and Raise Funds Amid COVID-19

On 16 April 2020, the Ministry of Finance, the Inland Revenue Authority of Singapore and the Monetary Authority of Singapore jointly announced the following measures to provide real estate investment trusts listed on the Singapore Exchange Securities Trading Limited ("S-REITs") greater flexibility to manage their cash flows and raise funds, to help them to weather through the COVID-19 pandemic:

  • Extending deadline for distribution of taxable income;
  • Raising leverage limit; and
  • Deferring the implementation of a new minimum interest coverage ratio requirement.

This Update provides a summary of these measures affecting S-REITs.

17 Apr 2020 | Singapore

COVID-19: Force Majeure in Commercial Transactions in the Current Situation

The COVID-19 pandemic has caused a substantial impact on business operations in many industries. As the performance of contractual obligations becomes increasingly difficult, contractual parties should consider the potential legal impact and effect of the outbreak on their commercial contracts and agreements. A frequently asked question is what will happen to contracts and whether or not the performance of obligations can be delayed or suspended or would the parties be liable for losses in any event. In assessing these issues, parties should focus on force majeure clauses and how these apply to their contracts, and the options available in the absence of such contractual provisions. In this Update, we take a look at the rules of force majeure under Thai law, and whether it can be invoked in light of the pandemic.

 

17 Apr 2020 | Thailand

Support and Enhanced Control Measures and Policies for COVID-19 Outbreak

To combat the worsening COVID-19 outbreak in the country, the Prime Minister of the Lao People's Democratic Republic issued an order relating to enhanced prevention and control measures for the COVID-19 outbreak on 29 March 2020 ("Order") and a decision on policies and measures to reduce the impact from COVID-19 on 2 April 2020 ("Decision"). The Ministry of Finance issued a notification on 10 April 2020 to implement certain provisions relating to tax contained in the Decision. The Order takes effect from 30 March 2020 to 19 April 2020. On 15 April 2020, the Laos Government announced an extension of the duration of the Order for an additional two weeks (ending 3 May 2020). If necessary, the Government will notify of a further extension. This Update outlines the enhanced measures in the Order and the policies to reduce the impact on businesses caused by COVID-19 in the Decision.

 

15 Apr 2020 | Lao PDR

Movement Control Order: Update on Employment Issues

The Movement Control Order by the Government of Malaysia which started on 18 March 2020 has been extended till 28 April 2020 (“Restriction Period”).

In this update, we discuss the initiatives introduced by the Government to assist employers and employees during the Restriction Period, and the updated FAQs issued by the Ministry of Human Resources as a result of consultations with stakeholders in the wider industry.

15 Apr 2020 | Malaysia

Singapore High Court Addresses Criminal Liability for Sale of Illicit Streaming Devices
In a landmark decision, the Singapore High Court in Neil Kevin Gane v Jia Xiaofeng and Synnex Trading Pte Ltd replaced a jail sentence for the sale of illicit streaming devices ("ISDs") with a fine, following an unprecedented move by the Attorney-General's Chambers to appeal for a reduced criminal sentence. The ruling sheds light on the sentencing considerations for criminal prosecutions for copyright infringement through the sale and distribution of ISDs.
15 Apr 2020 | Singapore

AHP Covid-19 Dispatch

As countries around the world work to tackle the spread of Covid-19, the threat of business interruption has become real, throwing arrangements into disarray, disrupting workforce, and upsetting the global economy.

In Indonesia, the government has begun issuing various countermeasures and relief for businesses and public alike. In this update, we provide a summary of legislation and government updates issued to navigate the Covid-19 outbreak, specifically with respect to the following areas:

i. Dispute Resolution: Jokowi Declares Covid-19 as a National Disaster: A Force Majeure Trigger?

ii. Technology, Media & Telecommunications: Highlighting Indonesia's E-Signature Framework in Times of Covid-19

 

14 Apr 2020 | Indonesia

Updated Requirements under COVID-19 Circuit Breaker Control Order
The COVID-19 (Temporary Measures) (Control Order) Regulations 2020 were issued on 7 April 2020 to impose restrictions on (i) premises and businesses in relation to the closure of premises and the respective controls on essential and non-essential service providers; and (ii) the movement of people, both in public places and in places of residence. Subsequently the Minister for Health issued the COVID-19 (Temporary Measures) (Control Order) (Amendment) Regulations 2020 and the COVID-19 (Temporary Measures) (Control Order) (Amendment No. 2) Regulations 2020 ("Amendments"). These amendments introduce additional obligations and requirements, including in relation to essential service providers, essential service workers, occupiers and owners of permitted premises, and operators of specified dormitories.

In this Update, we highlight the key changes introduced by the Amendments.
14 Apr 2020 | Singapore

Court of Appeal Adopts Modified Approach for Breach of Confidence Claims
In light of the pervasiveness of digitisation, it is now significantly more challenging for employers to guard against the wrongful copying, abuse and exploitation of confidential, protected information by their employees. The Court of Appeal in I-Admin (Singapore) Pte Ltd v Hong Ying Ting and others [2020] SGCA 32, in a significant decision, recognised these challenges and adopted a modified approach to the applicable test for breach of confidence claims in order to adequately safeguard the interests of those who own confidential information. The Appellant in this case was successfully represented by Lee Eng Beng SC and Tng Sheng Rong of Rajah & Tann Singapore LLP.
14 Apr 2020 | Singapore

Requirement for Workers Transportation Permit and Work Performance during Domestic Travel Constraint

Following the Royal Government’s Order No. 02 ORD dated 9 April 2020 pertaining to the domestic travel constraint, the Ministry of Labour and Vocational Training issued a notification on the use of workers transportation permit and work performance during such domestic travel constraint.

13 Apr 2020 | Cambodia

Nationwide Travel Constraint for Preventing the Spread of COVID-19 and Exception for Certain Travels

The Royal Government of the Kingdom of Cambodia has issued Order No. 02 ORD dated 9 April 2020 on the Nationwide Travel Constraint for Preventing and Obstructing the Spread of COVID-19’ (“Order”). Based on the Order, the constraint enters into force from 24:00 of 9 April 2020 to 24:00 of 16 April 2020.

For more articles and updates from our teams across the region on COVID-19 and related legal issues, please visit the Rajah & Tann Asia COVID-19 Resource Centre.

13 Apr 2020 | Cambodia

Provisional Measures to Assist Issuers Amid COVID-19

To support issuers listed on the SGX-ST Mainboard during this COVID-19 situation, on 8 April 2020, the Singapore Exchange Regulation (in consultation with the Monetary Authority of Singapore) issued a press release announcing two provisional measures:

  • Enhanced Share Issue Limit: Allowing an issuer to seek a general mandate for an issue of pro-rata shares and convertible securities of up to 100% of its share capital, increasing it from the current 50% limit; and
  • Suspension of Entry into Financial Watch-List: Suspending half-yearly reviews on the first market days of June 2020 and December 2020 to place an issuer on the Singapore Exchange Limited financial watch-list.

This Update discusses the two provisional measures together with some practical notes.

13 Apr 2020 | Singapore

SAL Report on Reforming Insurance Law in Singapore: Is the Insurance Industry Set for Change?
The Insurance Law Subcommittee ("Subcommittee") of the Singapore Academy of Law ("SAL") has been studying potential deficiencies of the current state of insurance law in Singapore. The SAL has now issued the Subcommittee's Report on Reforming Insurance Law in Singapore ("Report"). The Report reviews the law of leading foreign insurance jurisdictions and makes recommendations for reform in identified areas of Singapore insurance law, raising the possibility of potential changes in the legal framework of the industry. Mr Simon Goh, the Head of Insurance & Reinsurance at Rajah & Tann Singapore LLP, served as Chairman of this Subcommittee. Another partner from the Shipping & International Trade Practice Group of Rajah & Tann Singapore LLP, Mr Winston Kwek, served as one of the members of this Subcommittee, with particular focus on marine insurance. In this Client Update, we highlight the key issues identified by the Subcommittee and relevant proposed reforms.
13 Apr 2020 | Singapore

Postponement of Khmer New Year 2020 Holidays & COVID-19 Preventive Measures During Postponement Period

In order to prevent and fight the COVID-19 pandemic, the Royal Government of Cambodia and the Ministry of Labour and Vocational Training have issued notifications to postpone the 2020 Khmer New Year and set out the necessary measures for both the public and private sectors.

10 Apr 2020 | Cambodia

Control Orders under the COVID-19 Circuit Breaker Measures
Under the new circuit breaker measures introduced to combat the spread of COVID-19, one of the key safeguards is the imposition of control orders. On 7 April 2020, the COVID-19 (Temporary Measures) (Control Order) Regulations 2020 ("Regulations") were issued under the Act to impose restrictions on (i) premises and businesses in relation to the closure of premises and the respective controls on essential and non-essential service providers; and (ii) the movement of people, both in public places and in places of residence. In this Update, we provide a summary of the movements which are or are not permitted under the Regulations.
10 Apr 2020 | Singapore

Listed Issuers Granted Automatic 60-day Extension to Hold AGMs Amid COVID-19
On 7 April 2020, Singapore Exchange Regulation ("SGX RegCo") issued a press release announcing that all issuers listed on the SGX-ST Mainboard and Catalist with financial year ending on or before 31 March 2020 are automatically granted a 60-day extension by SGX to hold their annual general meetings (“AGMs”).

This is issued in response to the Singapore Government’s enhanced safe distancing measures (otherwise known as "circuit-breaker" measures) to control the spread of COVID-19. From 7 April 2020 until 4 May 2020, all businesses in Singapore are required to, among other things, suspend activities at their workplace premises unless they are essential service providers. These measures have severely hampered the holding of meetings which require personal attendance of the participants (provided under Singapore law and/or certain legal instruments which provide a similar restriction) and the performance of statutory audits on listed issuers for their full-year financial results.

This Update highlights the matters that a listed issuer should take note of in view of this recent development.
09 Apr 2020 | Singapore

COVID-19: Company Meetings and Filings in the Current Situation

The government has introduced several measures to alleviate the impact of COVID-19 on business operations in Thailand, namely, several notifications to relax requirements and obligations on the part of business operators. These include, among others, the requirements for corporate entities to hold their annual general meeting and submit financial statements and reports to the authorities. Below is a summary of these measures and relevant guidelines as at 9 April 2020.

09 Apr 2020 | Thailand

In Solidarity: Third Budget to Support Businesses through COVID-19 Circuit Breaker Measures
On 3 April 2020, Singapore announced that she was moving to implement circuit breaker measures to control the spread of COVID-19. As covered in our earlier Client Update, these circuit breaker measures include school closures and shutdowns for all businesses except those providing essential services, and will remain in place from 7 April 2020 to 4 May 2020 (both dates inclusive).

To alleviate the hardship consequent upon business closures, the Deputy Prime Minister and Minister for Finance, Mr Heng Swee Keat, announced the S$5.1 billion Solidarity Budget on 6 April 2020, of which S$4 billion will go towards supporting businesses and workers.

This Update discusses the additional support provided for businesses, which includes measures such as further enhancements to the Jobs Support Scheme and rebates for foreign worker levies paid in 2020. It also covers other relief measures employed by the Monetary Authority of Singapore ("MAS") to assist small and medium enterprises ("SMEs") with continued access to bank credit and insurance cover, and to ensure interbank funding markets remain liquid and well-functioning.
08 Apr 2020 | Singapore

Processing Personal Data in the Context of COVID-19 and the Movement Control Order

In light of the COVID-19 outbreak in Malaysia, organisations will likely face questions in respect of their right to share and disclose personal data of employees, customers and visitors to their premises (in particular, after the end of the Movement Control Order when business resumes as usual) for the purpose of contact tracing or to take other response measures.

In this client update, we explore the possible legal grounds for the collection, disclosure and retention of personal data under the Personal Data Protection Act 2010 in the context of the COVID-19 outbreak.

08 Apr 2020 | Malaysia

Measures and Relief against COVID-19 and their Impact on Property Owners and Tenants
A suite of relief measures has been rolled out by the Government through the Unity Budget, the Resilience Budget and the Solidarity Budget given the COVID-19 outbreak. Amongst other things, the measures include property tax rebates for owners of eligible properties and rental waivers for tenants of Government agencies. To supplement these measures, the Government, on 7 April 2020, passed the COVID-19 (Temporary Measures) Act 2020 ("Act"). The Act provides targeted and temporary relief for parties that, due to the ongoing COVID 19 outbreak, find themselves unable to perform obligations under the scheduled contracts. This Update provides a summary of these measures and their impact on property owners and tenants.
08 Apr 2020 | Singapore

Joint Ministerial Statement on Ensuring Supply Chain Connectivity amidst COVID-19 Situation
On 7 April 2020, a Joint Ministerial Statement was issued by Singapore, Australia, Brunei Darussalam, Canada, Chile, Lao PDR, Myanmar, New Zealand and Uruguay regarding their collective response to combat COVID-19 and its repercussions on trade disruptions. In this Update, we highlight the commitments by the countries to maintaining open and connected supply chains, and to working closely to identify and address trade disruptions with ramifications on the flow of necessities.
07 Apr 2020 | Singapore

COVID-19 Circuit Breaker Measures: Court Proceedings for Essential and Urgent Matters Only
On 3 April 2020, the Singapore Government announced an elevated set of safe distancing measures to be in place from 7 April 2020 until 4 May 2020 ("Relevant Period"). As part of this initiative, on 6 April 2020, the Supreme Court, State Courts and Family Justice Courts announced that they will hear only essential and urgent matters in the Relevant Period. Registrars' Circulars ("Circulars") have been issued by each of the three Courts to identify the matters that may be considered to be essential and urgent. In this Update, we highlight the key elements of the Circulars, including the identified essential and urgent matters and the relevant timelines and processes.
07 Apr 2020 | Singapore

Covid-19 Circuit Breaker Measures - Asset Management
On 3 April 2020, the Singapore Multi-Ministry Taskforce announced that an elevated set of safe distancing measures will be in place from 7 April 2020 until 4 May 2020. Notably, there will be a suspension of activities at all workplace premises, subject to certain exemptions for selected essential services ("Essential Services"). Entities providing asset management services ("Fund Management Companies") are included as providers of Essential Services. In this Update, we highlight the key aspects of the exemption for Fund Management Companies and the requirements they are subject to during this period.
06 Apr 2020 | Singapore

Changes to Legislation and CIS Code to Operationalise Retail VCC Offerings
The Variable Capital Companies Act 2018 ("VCC Act") relating to the incorporation, operation and regulation of a new Singapore investment funds vehicle known as the variable capital company ("VCC") came into operation on 14 January 2020. Various accompanying amendments were made to applicable existing legislation and new regulations were promulgated to provide the operational framework to implement the VCC Act. The Monetary Authority of Singapore has recently taken the next step to operationalise the VCC framework in relation to the offering of collective investment schemes ("CISs") constituted as VCCs or sub-funds thereof to retail investors in Singapore. This Client Update outlines the key points to note in respect of these recent regulatory changes that are applicable to offers of CISs constituted as VCCs or sub-funds thereof to retail investors in Singapore.
06 Apr 2020 | Singapore

COVID-19 Circuit Breaker Measures: Suspension of Activities at Workplace
On 3 April 2020, the Singapore Multi-Ministry Taskforce announced that an elevated set of safe distancing measures will be in place from 7 April 2020 until 4 May 2020. These enhanced measures aim to act as a circuit breaker to control the spread of COVID-19 in Singapore by minimising movements and interaction in public and private places. Notably, there will be a suspension of activities at all workplace premises, subject to certain exemptions for selected essential services. In this Update, we highlight the scope and key aspects of the measures requiring the suspension of activities at all workplace premises.
05 Apr 2020 | Singapore

COVID-19 Dispatch

As countries around the world work to tackle the spread of Covid-19, the threat of business interruption has become real, throwing arrangements into disarray, disrupting workforce, and upsetting the global economy.

 

03 Apr 2020 | Indonesia

Movement Control Order (Extended) – the Prevention and Control of Infectious Diseases (Measures within Infected Local Areas) (No. 2) Regulations 2020

On 25 March 2020, the Prime Minister's Office announced that the movement control order (“MCO”) will be extended by two weeks to 14 April 2020.

Following that announcement, the Government gazetted the Prevention and Control of Infectious Diseases (Measures within Infected Local Areas) (No. 2) Regulations 2020 (“MCO2 Regulations”) which are to be effective for the period of 1 April 2020 to 14 April 2020. Whilst the provisions of the MCO2 Regulations contain similarities to those set out in the Prevention and Control of Infectious Diseases (Measures within Infected Local Areas) Regulations 2020 ("MCO1 Regulations") for the initial MCO period, there are additional conditions imposed and variations to the definition of essential services under the MCO2 Regulations.

Following the gazetting of the MCO2 Regulations, the National Security Council released FAQs on 2 April 2020 and 3 April 2020 to provide clarifications on the MCO2 Regulations.

03 Apr 2020 | Malaysia

Temporary Relief for Breach of Contract under the New COVID-19 Bill
The new COVID-19 (Temporary Measures) Bill ("COVID Bill") will be introduced in Parliament next week and is anticipated to be passed into law shortly after. As the title suggests, the COVID Bill is intended to provide targeted and temporary relief for parties that due to the ongoing COVID-19 pandemic, find themselves unable to perform obligations under certain scheduled contracts – including contracts to which the government is a party. The COVID Bill will also temporarily increase the existing bankruptcy and insolvency thresholds for individuals and businesses respectively, as well as provide more time to respond to statutory demands from creditors. This Update provides a summary of these temporary reliefs under the COVID Bill.
03 Apr 2020 | Singapore

Laws Enforcing Telecommuting, Safe Distancing (and More) at Workplace Take Effect 2 April 2020
On 1 April 2020, the Infectious Diseases (Workplace Measures to Prevent Spread of COVID-19) Regulations 2020 ("Regulations") were issued to give legal force to prevention measures against the spread of COVID-19 at the workplace. The Regulations apply throughout the control period of 2 April 2020 to 30 April 2020, inclusive of both dates. Its rapid implementation indicates the gravity of the current situation and the government's determination to ensure compliance. The Regulations apply to employers, principals, and occupiers, and set out prevention measures against the spread of COVID-19 to be put in place at the workplace, including safe distancing and telecommuting.

[Note: Following the Singapore Government announcements on 3 April 2020, new enhanced safe distancing measures will take effect on 7 April 2020. This relates most importantly to the need to work from home. The measures have been significantly tightened, with the critical point that “reasonably practicable” has been removed. The measures critically result in the requirement to close all workplace premises and retail outlets except for certain specified essential services. Non-compliance will result in an offence. This Update must thus be read with reference to these new measures.]
03 Apr 2020 | Singapore

Keeping the Judicial Wheels Turning: Remote Proceedings in Singapore Courts amid COVID-19
The Ministry of Law has issued a press release announcing that it intends to introduce the COVID-19 (Temporary Measures) Bill ("Bill") in Parliament next week. The Bill includes proposed provisions allowing for the conduct of court proceedings using remote communication technology so as to avoid individuals having to physically appear in court. Rajah & Tann Singapore is well placed to manage remote court proceedings, having supported the pilot remote hearings before the Singapore courts and being fully equipped with remote communication technology. In this Update, we highlight the key aspects of the Bill as it relates to remote proceedings in court.
03 Apr 2020 | Singapore

Covid-19 – A Force Majeure Event From Vietnam’s Legal Perspective

The respiratory disease caused by a new strain of virus, Covid-19, is a global pandemic spreading over 200 countries and territories, with hundreds of thousands of infections and deaths without any sign of the situation easing. The Covid-19 outbreak has severely affected the global supply chain of goods and the operations of enterprises in numerous sectors from manufacturing to services. Many enterprises are currently unable to perform their executed contracts due to the shortage of labour and raw materials supply, as well as the administrative measures and/or decisions of the state agencies to isolate persons who are infected with the disease.

It is a legal concern of many enterprises whether the Covid-19 outbreak constitutes a Force Majeure event that would warrant an exemption from liabilities or penalties in the event of a breach of a contract.

 This Update provides an overview of the concept of a Force Majeure event, and a legal analysis of the Covid-19 outbreak from Vietnam’s legal perspective.   

03 Apr 2020 | Vietnam

Recent Legal Developments in Vietnam

This Update provides a summary of the key development in competition law in Vietnam, specifically on new merger thresholds.

03 Apr 2020 | Vietnam

AHP Covid-19 Dispatch

As countries around the world work to tackle the spread of Covid-19, the threat of business interruption has become real, throwing arrangements into disarray, disrupting workforce, and upsetting the global economy.

In Indonesia, the government has begun issuing various countermeasures and relief for businesses and public alike. In this update, we provide a summary of legislation and government updates issued to navigate the Covid-19 outbreak, specifically on the following areas:

  1. Banking and Finance
  2. Disputes Resolution
  3. Tax and Custom
02 Apr 2020 | Indonesia

Listed Issuers' Meetings to Comply with Safe Distancing Measures Amid COVID-19
The impact of COVID-19 is greatly felt and measures are being introduced by the Singapore Government to try to minimise further spread of COVID-19. These include safe distancing measures that would render the holding of annual general meetings ("AGMs") or shareholder meetings difficult for issuers listed on the SGX-ST Mainboard and Catalist which have a large shareholder base.

Issuers are expected to comply with the prevailing safe distancing measures which, among other things, require the organiser of an AGM to ensure that not more than ten individuals are present at the event at any one time. On 31 March 2020, Singapore Exchange Regulation (SGX RegCo), the Accounting and Corporate Regulatory Authority (ACRA) and the Monetary Authority of Singapore (MAS) jointly issued an updated guidance for issuers on the alternative arrangements that may be adopted to ensure that their AGMs are conducted in a manner that complies with the safe distancing measures. On 2 April 2020, the draft COVID-19 (Temporary Measures) Bill which provides for temporary alternative arrangements for conducting meetings in a manner that complies with the Safe Distancing Measures was made available on the Ministry of Law website. This Update provides a summary of this development.
02 Apr 2020 | Singapore

COVID-19 AGM Pack
As COVID-19 ravages the globe, governments are upending the rules on nearly every aspect of our lives almost daily. These include various social distancing measures to contain the outbreak. Issuers listed on SGX-ST Mainboard and Catalist are facing unprecedented challenges in conducting annual general meetings ("AGMs") and meetings in a manner that complies with new legal requirements, guidance and advisories from various regulatory authorities.

We appreciate the difficulty in keeping track of the rapidly evolving regulatory changes to deal with the COVID-19 situation. Rajah & Tann Singapore LLP is closely monitoring the situation and remains ready to assist.

We are pleased to bring you the COVID-19 AGM Pack that collates our Updates that share with you the latest legislative developments and advisories relating to the conduct of AGMs amid the COVID-19 outbreak. These include our latest Update titled “Listed Issuers' Meetings to Comply with Safe Distancing Measures Amid COVID-19” which discusses the draft COVID-19 (Temporary Measures) Bill that provides for, among other things, temporary alternative arrangements for conducting meetings in a manner that complies with the prevailing safe distancing measures. The Bill is expected to be introduced in Parliament next week and anticipated to be passed into law shortly after.
02 Apr 2020 | Singapore

AHP Covid-19 Dispatch

As countries around the world work to tackle the spread of Covid-19, the threat of business interruption has become real, throwing arrangements into disarray, disrupting workforce, and upsetting the global economy.

In Indonesia, the government has begun issuing various countermeasures and relief for businesses and public alike. AHP Covid-19 Dispatch provides a summary of legislation and government updates issued to navigate the Covid-19 outbreak.

01 Apr 2020 | Indonesia