(a) In relation to each type of insolvency procedure available in the legal system of this economy, what connection must there be between the debtor organization and the law of the forum? (For example which of the following requirements, if any, must be satisfied in order for an insolvency procedure to be initiated in relation to a corporate debtor in your economy :-

* principal residence of debtor;

* domicile of the debtor; * nationality of the debtor;

* personal whereabouts at the material time;

* location of principal place of business;

* location of a place of business, branch or agency;

* location of assets of debtor;

* place where transaction or event took place which gave rise to liability; - place where payment, discharge or performance of liability is due to take place).

Are any other requirements imposed in relation to a connection between the debtor and the forum before an insolvency procedure may be initiated? If so, briefly describe these requirements.

 

Scheme of arrangement

This procedure is available only to companies incorporated under the Companies Act.

Receiver

The appointment of a receiver is governed by the terms of the debenture given by the borrower to the lender.

Liquidation

The primary jurisdiction to wind up companies under the Companies act is exercised over companies incorporated in Singapore.

Exceptionally, the courts of Singapore have the power to wind up unregistered companies, which is defined in the Companies Act to include a foreign company and any partnership, association or company consisting of 5 or more members which is not registered under the Companies Act or any previous enactment. A foreign company is defined as:

(i) a company, corporation, society, association or other body incorporated outside Singapore; or

(ii) an unincorporated society, association or other body which under the law of its place of origin may sue or be sued, or hold property in the name of the secretary or other officer of the body or association duly appointed for that purpose and which does not have its head office or principal place of business ion Singapore.

The High Court can wind up an unregistered company: (a) if the company is dissolved or has ceased to have a place of business in Singapore or has a place of business in Singapore only for the purpose of winding up its affairs or has ceased to carry on business in Singapore; (b) if the unregistered company is unable to pay its debts; or (c) if the court is of the opinion that it is just and equitable that the company should be wound up.

This provision is rarely exercised and even then only when the unregistered company has assets within Singapore. It is likely that the jurisdiction will be exercised on the principles set out by the English Court of Appeal in Re Claybridge Shipping SA (1981) [1997] BCLC.

Judicial management

This procedure is available only in respect of companies incorporated under the Companies Act.

(b) Are any particular rules or conditions imposed in the legal system of this economy regarding the opening or commencement of an insolvency procedure in cases where the connection between the debtor and the forum is limited to only one of the factors mentioned in (a) above?

 

See sub-paragraph above.