Derivative Actions Against Directors in Singapore: Breach of Fiduciary Duty

When a company director breaches their fiduciary duties — by appropriating company assets, diverting business opportunities, or engaging in self-dealing — the company is the party that has been wronged. In theory, the company should bring a claim against the errant director. In practice, this rarely happens voluntarily: if the director is also a controlling [...]

Singapore Corporate Governance After CALA 2025: A Director’s Practical Risk Mitigation Checklist

The Corporate and Accounting Laws (Amendment) Act 2025 (CALA 2025) commenced on 6 May 2026, marking the most significant upgrade to Singapore's corporate governance penalties in over a decade. Maximum fines for director breaches have quadrupled from S$5,000 to S$20,000. Imprisonment terms have been extended. Audit reports must now name the individual public accountant responsible. [...]

Selective Share Buybacks in Singapore: New Rules Under CALA 2025 Explained

Share buybacks are a well-established corporate tool in Singapore, allowing companies to return surplus capital to shareholders, manage share capital, and create treasury shares for future employee incentive plans. But not all share buybacks are the same — and the Corporate and Accounting Laws (Amendment) Act 2025 (CALA 2025), which commenced on 6 May 2026, [...]

Legitimate Expectations in Singapore Section 216 Cases Explained

This article is part of our ongoing series on Singapore company law case law. It examines the doctrine of legitimate expectations as applied in Section 216 minority oppression cases under the Companies Act (Cap 50). Introduction: What Is Section 216? Section 216 of the Companies Act (Cap 50) is Singapore's primary remedy for minority shareholders [...]

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