Singapore Law

1 Legal 2 Fair3 ExcellentSolutions & Neutral Infrastructure

SINGAPORE – Your Partner For Legal Solutions In AsiaContracts are subject to interpretation. Contracts cannotprovide for all eventualities. In this age of global transactionsand ever-changing market conditions, disputes are notuncommon. This is further amplified in cross-border contractswhere cultural and linguistic differences are very real.

SINGAPORE AND SINGAPORE LAW –THE NATURAL CHOICE FOR DISPUTE RESOLUTIONEven as parties to a cross-border transaction look forwardto a fruitful relationship at the closing of a deal, and thoughtsof disputes are farthest from mind, the governing law and thevenue for dispute resolution remain important considerations.While each party has a natural preference (borne out offamiliarity) for the law of its own jurisdiction as the governinglaw, and its own domicile as the venue for dispute resolution,a neutral alternative is often the most feasible and pragmatic.Your foremost interest when things turnsour is to make sure the disputes areresolved expeditiously, economicallyand equitably. In Singapore, you can beassured that it will be so.WHY CHOOSE SINGAPOREAS A VENUE?• Trusted legal system• Outstanding pool of diverse expertise• Pre-eminent financial and businesscentre in Asia• Accessible and cost-competitive• Superb infrastructure• Stable and secure• Cosmopolitan and sophisticatedWHY CHOOSESINGAPORE LAW?• Transparent, neutral and reliable• Established and dependable• Fair and predictable• Pro-business• Responsive to changing globalcommercial practices• Unique appreciation of commercialrealities in Asia

Legal Solutions1Singapore –Asia’s Leading Legal HubEXCELLENT LEGAL INFRASTRUCTUREWe are home to world-class disputeresolution facilities, including:• the first Permanent Court of Arbitrationin Asia;• the Singapore International ArbitrationCentre (“SIAC”);• the International Centre for DisputeResolution - Singapore (a joint venturebetween the American ArbitrationAssociation and the SIAC);• a Liaison Office dedicated to theInternational Chamber of Commerce’s(“ICC”) Dispute Resolution Services;• the Singapore Mediation Centre(“SMC”); and• the world’s first integrated disputeresolution complex, Maxwell Chambers.With these facilities, Singapore has becomethe de facto regional base for numerous topglobal law firms, highly-skilled lawyers, andexperienced arbitrators and mediators.

SINGAPOREIS RANKED1st in the overall easeof doing businessby Doing Business 2012:Doing Business in a MoreTransparent World Report51st (in descending order)for travel costs, well belowGeneva (1st), Paris (8th),Zurich (11th) and London (16th)by 2011 Corporate Travel Index2nd most competitiveeconomy in the worldby The Global CompetitivenessReport 2011 – 2012 (WorldEconomic Forum)Least corrupt in Asia;5th least corrupt in the worldby Transparency International’sCorruption Perceptions Index 2011

RICH TALENT POOLSingapore’s Commonwealth heritage andmultinational make-up have produced apool of highly-experienced judges andadvocates, as well as arbitrators, mediators,and arbitration and mediation counsel.They are multilingual and familiar withvarious commercially-popular laws otherthan Singapore law.Furthermore, global law firms areincreasingly establishing their internationalarbitration practice group offices here. Thepresence of leaders in investment banking,finance and other allied industries servesto provide holistic support for disputeresolution.COST ADVANTAGECentrally located in Asia with world-classtransport and communications systemsand accessible by air and sea from 140cities around the world, there is no betterplace to do business than in Singapore. Interms of cost-competitiveness, Singaporeis the world’s second most competitiveeconomy (The Global CompetitivenessReport 2011-2012 by World EconomicForum). Legal costs in Singapore are alsoconsistently lower than those in London,New York and other major cities.PRO-BUSINESSSingapore’s strong legal system nourishesand is enriched in turn by its role as theregion’s pre-eminent commercial andfinancial centre. Its geographical position,rich ethnic mix, business acumen andinternationally-oriented institutions givesit a natural advantage to be part of thedevelopments in Asia.With its free capital and debt markets,transparent regulatory processes, legalprotection, low taxes and high standardof living, Singapore has become a popularpublic-listing venue for foreign Asiancompanies. Recognised as the world’seasiest place to do business, we take careto nurture the right legal environment andpractices for businesses to prosper. Wemonitor and adopt best practices and keepabreast of commercial developments in theknowledge that the law, like the businessesit protects, does not stand still.

“Neutrality is the key attractionfor international parties choosingSingapore for arbitration.”John SavagePartner, King & Spalding

TRANSPARENT AND NEUTRALIndependent benchmarking institutions consistently hold Singapore in the highest regardfor integrity and rule of law. Having evolved in a cosmopolitan environment, Singaporelaw is necessarily blind to cultural biases and highly regarded for its neutrality. It doesnot interfere with, but gives full effect to, the contractual parties’ commercial intentions.Singapore law is transparent, neutral, predictable and easy to understand – major reasonsfor its international popularity as the law of choice. When Singapore law is used, noconnection between Singapore and the parties or transaction is required.THE NATURAL CHOICE IN ASIADevelopments in Singapore law reflect an acute awareness of the need to recognise andaccommodate current international business and commercial practices. On top of this,Singapore law has cultivated a unique appreciation of the commercial realities in Asia.Being in the heart of Asia, Singapore’s institutional, economic, historical, geographicaland human resource strengths combine to make Singapore law the natural choice forbusinesses transacting in Asia and those involving Asian parties.YOUR ONE-STOP PORTALON UPDATEDSINGAPORELAWThe SingaporeLaw website serves as a one-stop web portal, providingupdated and relevant information on Singapore law. The SingaporeLawwebsite makes available authoritative articles and commentaries on thelegal system of Singapore and the principles of Singapore law. In addition,the website showcases selected Singapore case law, giving a flavour of howSingapore courts rule on a variety of cases they handle. It can be accessed viawww.singaporelaw.sg.

2nd in Asia for thequality of judicial systemsby the Political and EconomicRisk Consultancy (“PERC”) AsianIntelligence 2010 report2nd in the world; 1stin Asia for having thebest protection ofintellectual propertyby The GlobalCompetitivenessReport 2011-2012(World EconomicForum)SINGAPOREISRANKED1st for efficiency oflegal framework insettling disputesby The GlobalCompetitivenessReport 2011-2012(World EconomicForum)1st or 2nd since 1997 forhaving a pro-enterpriselegal frameworkby the Institute for ManagementDevelopment (“IMD”) WorldCompetitiveness Yearbook

ExcellentInfrastructure3Singapore – The Preferred VenueIn Asia For Dispute ResolutionSingapore is a favourite venuefor arbitration and mediation formany multinational corporationsin Asia. In “2010 InternationalArbitration Survey: Choicesin International Arbitration”,Singapore emerged as the mostpopular Asian seat of arbitrationwith 47% of respondents ratingSingapore as a “very good” or“excellent” seat.

“With more Chinese and foreigncompanies agreeing to have theirarbitrations administered by[the] Singapore InternationalArbitration Centre (“SIAC”),Singapore has emerged as oneof the most preferred venues inAsia for dispute resolution.”Wang QiangGeneral CounselChina National MachineryIndustry Corporation(SINOMACH)

WHY MEDIATE IN SINGAPORE?DistinctivecommercialorientationMulti-disciplinarymediators andmediation advocatesadept at managingcomplex crossborderdisputesCulturallysophisticatedapproaches toproblem solvingWell-establishedindependentmediation &ADR servicesLeader in ADRdevelopment &educationWorld-class,purpose-builtmediationfacilitiesComprehensivecase managementsupportGlobal reputationfor mediationexpertise

listed four Singaporeans among Asia’s 22most sought-after arbitrators. It also listedthree Singapore-based law firms amongthe top law firms in Asia in internationalarbitration.Singapore has also developed a corpsof mediators who are adept at handlingcomplex cross-border disputes. Thesemediators include specially-selected andhighly-qualified leaders from differentprofessions and disciplines.INTERNATIONALLY-ACCEPTEDARBITRATION REGIMESingapore’s arbitration laws are in line withinternationally-accepted best practices. ItsInternational Arbitration Act adopts andgives force to the UNCITRAL Model Lawon International Commercial Arbitrationand the Convention on the Recognitionand Enforcement of Foreign ArbitralAwards 1958 (“the New York Convention”).Being party to the New York Conventionrenders Singapore arbitral awardspotentially enforceable in more than 140jurisdictions.Parties are free to nominate arbitratorsof any nationality to preside over theirarbitration proceedings. They are alsofree to instruct any lawyer from anyjurisdiction to represent them in arbitration.Foreign arbitrators are exempted fromSingapore tax on any income derived fromarbitration work done in Singapore. Nonresidentmediators and arbitrators are alsoexempted from applying for a work passto carry out mediation and arbitrationservices in Singapore which last for nomore than 60 days.GLOBAL REPUTATION FOR TRAININGSingapore also enjoys a global reputationin mediation training. SMC has been invitedto conduct training courses in 15 countriesfrom the Middle East and Asia to the PacificIslands, and attracts participants fromnearly 80 countries to its public workshops.

ResourcesSAMPLE CHOICE OF LAW CLAUSES“This Agreement shall be governed andconstrued in accordance with the laws ofSingapore.”“The Contract and all its subsequentvariations shall be subject to, governedby and interpreted in accordance with thelaws of Singapore for every purpose.”SAMPLE ARBITRATION CLAUSES“Any dispute arising out of or in connectionwith this Contract, including any questionregarding its existence, validity ortermination, shall be referred to andfinally resolved by arbitration in Singaporein accordance with the ArbitrationRules of the Singapore InternationalArbitration Centre (“SIAC Rules”) forthe time being in force, which rules aredeemed to be incorporated by referencein this clause. The Tribunal shall consistof ____________* arbitrator(s) to beappointed by the Chairman of the SIAC.The language of the arbitration shall be___________.”*State an odd number such as one or three.“Any dispute arising out of or in connectionwith this Contract, including any questionregarding its existence, validity ortermination, shall be determined byarbitration in Singapore in accordance withthe Law Society Arbitration Rules in forceat the commencement of the arbitration.”

“Singapore is thepre-eminent legal andbusiness centre in thispart of the world.”John TownsendChair, Nominating andGovernance Committee ofthe American ArbitrationAssociation

SAMPLE MEDIATION CLAUSES“All disputes, controversies or differences arisingout of or in connection with this Agreement shallbe submitted to the Singapore Mediation Centrefor resolution by mediation in accordance withthe Mediation Procedure of the SingaporeMediation Centre for the time being in force.The parties agree to participate in the mediationand undertake to abide by the terms of anysettlement reached.”“Notwithstanding anything in this Contract,in the event of any dispute, controversy orclaim arising out of or relating to this Contract,no Party shall proceed to any form of disputeresolution unless the Parties have madereasonable efforts to resolve the same throughmediation in accordance with the MediationProcedure of the Singapore Mediation Centrefor the time being in force. A Party who receivesa notice for mediation from the other Partyshall consent and participate in the mediationprocess or shall be deemed to be in breach ofcontract.”SAMPLE MED-ARB CLAUSE“All disputes, controversies or differences arisingout of or in connection with this Agreementshall be submitted to the Singapore MediationCentre (“SMC”) and the Singapore InternationalArbitration Centre (“SIAC”) for resolution bymediation-arbitration in accordance with theSMC-SIAC Med-Arb Procedure for the timebeing in force, which procedure is deemed to beincorporated by reference to this clause.”ADR INSTITUTIONS & SERVICESSingapore International Arbitration Centre(“SIAC”) is an independent, non-profitorganisation that serves the internationalbusiness community in different cross-borderdisputes. Its international panel of experiencedarbitrators has expert knowledge of differentindustries and multiple language capabilities.The SIAC has administered more than 1,800cases since 1991, 85% of which are international.The number of new international cases filed atthe SIAC doubled between 2008 and 2010 andas of December 2011, SIAC was administeringover 400 active cases.Singapore Mediation Centre (“SMC”) is a notfor-profitorganisation that is dedicated to thepromotion of amicable and efficient settlementof disputes. It has handled more than 1,900disputes with a settlement rate of approximately75% where more than 90% were settled withina day. SMC mediators have the experience andskill to manage any civil dispute, including multimillion-dollarcross-border disputes. SMC has anexperienced and efficient secretariat to managemediation matters of any kind and amount.Where necessary, mediation sessions can bearranged within 24 hours.Singapore Chamber of Maritime Arbitration(“SCMA”) aims to provide a framework formaritime arbitration which is responsive tothe needs of the maritime community. TheSCMA follows the model similar to the LondonMaritime Arbitrators Association (“LMAA”),where the arbitration body does not managethe arbitration process. Any party can arbitrate amaritime dispute under the SCMA Rules withouta management charge.The Law Society of Singapore is therepresentative body for all lawyers in Singapore.The Law Society Arbitration Scheme (“LSAS”)is a comprehensive, quick and cost-effectivearbitration scheme with its own set of rules,arbitrators’ panel, fee scale and Code ofConduct. Parties may elect to conduct thedispute on a “Documents-only” basis, whereparties’ physical attendance at a substantivehearing is not required. LSAS has also launcheda Pilot Pro Bono Arbitration Scheme for matterswhere the sum in dispute is not more than $20,000.Maxwell Chambers is the world’s first integrateddispute resolution complex housing bothbest-of-class hearing facilities as well as topinternational ADR institutions. Fourteen customdesignedand fully-equipped hearing rooms and12 preparation rooms are available for selectiontogether with a full suite of supporting services.Besides ADR, the facilities can also be used formeetings, seminars and conferences.

www.siac.org.sgSingapore InternationalArbitration Centrewww.scma.org.sgSingapore Chamberof MaritimeArbitrationADRINSTITUTIONS& SERVICESwww.maxwellchambers.comMaxwell Chamberswww.mediation.com.sgSingapore MediationCentrewww.lawsociety.org.sg/lsasThe Law SocietyArbitration Scheme

ACKNOWLEDGEMENTSSingapore Academy of Law wishes toacknowledge the following institutionsfor their kind permission to usephotographs from their collections:Changi Airport GroupMaxwell ChambersSingapore Tourism Board

SINGAPORE - Your Partner ForLegal Solutions In AsiaContracts are subject to interpretation.Contracts cannot provide for alleventualities. In this age of globaltransactions and ever-changing marketconditions, disputes are not uncommon.This is further amplified in cross-bordercontracts where cultural and linguisticdifferences are very real.