Description

The Market Misconduct regime found in Part XII of the Securities & Futures Act sets the bounds of legitimate behaviour for conduct that, inter alia, impact on securities transactions. The “market” to which the regime applies is not confined to SGXlisted securities; depending on the provision in question, the “market” can even extend to the sale and purchase of securities in an unlisted corporation. As cases like Madhavan Peter v PP (2012) demonstrate, the contours of permissible conduct are important not only for legal advisers but also the directors and officers of the corporation. This seminar discusses the more recent judicial decisions on selected market misconduct provisions within the framework first, of the norms that animate the regime and second, of the countervailing considerations which inhabit the exceptions and “safe-harbours” that punctuate these norms.

About The Speaker

Alexander F H Loke JSD, LLM (Columbia), LLB (Hons)(NUS) is Associate Professor with research interests in contract law, international corporate finance and securities regulation. He was a member of the Principles of Asian Contract Law project (December 2010-March 2012), and is co-editor (with Mindy Chen-Wishart and Burton Ong) of the book series Studies in the Contract Laws of Asia (Oxford University Press), which vol. 1 on comparative remedies for breach of contract is expected to be published in early 2015. Loke contributed the chapters on “Remedies” and “Discharge by Breach and Repudiation” in Halsbury’s Laws of Singapore vol 7: Contracts (2009, 2005 and 2000), as well as the chapters on “Directors’ Duties and Liabilities” and “Directors and Other Corporate Officers” in Walter Woon on Company Law, Rev 3rd Ed (2009) and 3rd Ed (2005). Representative publications include: “Tainting Illegality” Legal Studies (forthcoming), “Rethinking the transplantation of TSC Industries v Northway in Singapore” (2013) 28 Aus J Corp Law 253 “Rights, Duties and the Validation of Irregularities” (2011) 23 Sing Ac LJ 838, “The Protected Interests in the Private Right of Action for Insider Trading: A Comparative Perspective” (2007) 7 J Corp L Stud 307, and “From the Fiduciary Theory to Information Abuse: The Changing Fabric of Insider Trading Law in the U.K., Australia and Singapore” 54 Am J Comp L 123 (2006).