CORPORATE GOVERNANCE OF LISTED COMPANIES IN SINGAPORE (2ND EDITION)
- A discussion of the deliberations of the Council on Corporate Disclosure and Governance (CCDG) on the new proposals to the 2012 Code including why some of the short comings of the 2005 Code (which were highlighted in the 1st edition) were adopted, rejected or adapted;
- A discussion of the new proposals of using clawback provisions as a tool to control runaway executive remuneration;
- A scorecard analysis of 100 top SGX-listed companies on their readiness to adopt the new proposals in the 2012 Code;
- An analysis of the pitfalls and advantages of family governance in out family firms that are listed on SGX, including the new proposal to include more independent directors and/or lead independent directors in situations where the CEO and chairman are closely related.
- A discussion of the governance problems of fraudulent accounting, mismanagement and obstructions to investigations typically found in S-chips as seen through case-studies of 3 S-chips; namely, China Hongxing Sports Limited, Hongwei Technologies Ltd and Sino Techfibre Ltd;
- Updates to the law on market manipulation, directors’ continuing duty of disclosure (i.e.Airocean case) and insider trading.
- The final chapter discusses the growing problem of runaway executive compensation, the legal devices available to address it, such as the “say-on-pay” voluntary or mandatory vote by shareholders. In addition, this edition raises the issues arising from short-selling and negative research firms’ impact on listedn firms as exemplified by the Muddy Waters’ case.