It is often said that the separate personality of a company may be ignored if the company is a mere 'sham' or 'facade'. In this article, it is submitted that the use of such metaphors masks the true issues. The separate personality of a company should be pierced if public policy makes it undesirable to recognise such a separate personality, and then only to the extend of avoiding the undesirable effects.

The validity of statutory demands which specify a sum greater than the truly owing by the debtor is an issue which has arisen frequently in both the corporate liquidation and bankruptcy contexts. By analysing the relevant legislation, the authorities and arguments based on both policy and principle, this article attempts to show that the over-statement of the amount in a statutory demand does, in itself, result in the invalidity of the demand

This article makes two broad arguments in relation to the procedure for judicial review in Singapore. First, it argues against the traditional view that O. 53 of the Rules of Court is a separate and exclusive procedure, confined to its express provisions. The correct view should be that the other Rules of Court and the powers of the court are not excluded unless contrary to the express provisions of O. 53. Second, the article considers the effect of a little-noticed amendment which has expanded the scope of the Government Proceedings Act to include proceedings for judicial review against the Government. The practical effect of both arguments in relation to the procedure for judicial review is also discussed.

This article deals with the ambit of the scope of the term 'common gaming house', found in section 2 of the Common Gaming Houses Act (Cap 49, 1985 Rev Ed). The ambit of the term is important, as many activities are made an offence by the Act only if they occur on premises that are deemed by the Act to be a 'common gaming house'.

Singapore's broadly-worded general anti-avoidance rule ("GAAR") borrowed heavily from the antitax avoidance provisions of Australia and New Zealand. It was Parliament's intention that local courts be guided by the case law of these jurisdictions in interpreting and applying the GAAR. This article discusses the different approaches that the judiciary in these two countries had adopted in interpreting and applying their respective anti-avoidance provisions, and suggests that this divergence could be attributed to a fundamental difference in the level of importance accorded to the Duke of Westminster principle. It is unclear from the Singapore High Court decision of UOL Development (Novena) Pte. Ltd. v. Commissioner of Stamp Duty whether one approach is to be preferred over the other. This article argues that it is imperative to bear in mind the reason behind the different approaches of both Australian and New Zealand courts in charting the course for a local GAAR jurisprudence.

The par value regime has always been accepted as one of the cornerstones of our company law. The functions of the par value of shares are to fix the maximum liability of a shareholder and to protect the creditors of a company. However, the regime also entails many shortcomings, which have prompted many law commissions to suggest for its abolishment. Australia is the latest country that has done away with the par value regime. This article reviews the problems posed be the par value regime and evaluates the alternative regimes.

A key element of tort of breach of confidence is the nature of the relationship between the plaintiff and defendant. Recent English cases suggest that the test to be applied to determine this relationship may not be entirely clear. This article examines these cases and attempts to consider the appropriateness and consequences of the tests suggested on the law of confidence.

There has been much judicial and academic debate over the proper scope of and rationale underlying the principle in ex parte James, and in particular its conferral of de facto insolvency priority on the successful claimant. This article attempts to review the principle's operation in the context of the function and principles of insolvency law, determine the actual role that it plays in dealing with post-insolvency claims and accordingly identify the justifications that can be offered for this role. It argues that the principle is better seen as an application of the liquidation expenses principle or the fair treatment of certain post-insolvency claims.

This article is partly historical and partly theoretical. The first part traces the history of legal professional privilege as applied in the common law and chancery courts from the sixteenth to the middle of the nineteenth century. It shows that the manner in which the purpose and role of the privilege were conceptualized had an impact on the evolution of the rule. The many judicial theories identified in the historical account are assessed at the broader level in the second part. Of all the different justifications, the privilege, it is argued, is best seen as a principle of process fairness.

On an objective interpretation of section 300(c) of the Penal Code, an offender may be convicted of murder, and the death penalty imposed, if he or she intentionally inflicts even a minor injury, which happens to cause death. This article defends the view that the objective approach is indefensible both legally and theoretically, and offers in its place a qualified subjective approach, which imposes liability under section 300(c) only where the offender intends to inflict what is subjectively known to be a serious injury that might possibly cause death.