WongPartnership LLP's Corporate Governance & Compliance Practice is the biggest cross-disciplinary corporate governance practice among the Singapore law firms. Its partners hail from both the Corporate and Litigation Departments, and each bring extensive experience advising corporations on corporation law and compliance. The team's commitment to a cross-disciplinary approach to corporate governance is underlined by the fact that the team is headed by partners from the Corporate and Litigation Departments: Annabelle Yip (Corporate) and Joy Tan (Litigation). In addition, the team is chaired by the Firm's founder-consultant, Wong Meng Meng, Senior Counsel, a veteran lawyer of many years who sits on the board of several large listed companies, including the United Overseas Bank Limited. 

Yip notes, "The team members each brings a different set of skill sets and experience to the practice. This reflects the multi-dimensional needs of corporate governance clients and matters. Meng Meng, of course, provides invaluable guidance and insight from his many years as a litigator and his intimate understanding of the needs and concerns of senior management. Elaine and Vivien have a great deal of experience dealing with regulators and advising on the compliance aspects of corporate governance. Joy and Jenny have advised in numerous corporate investigations and shareholder and director disputes, with Jenny in particular having previously worked as State Counsel and Deputy Public Prosecutor with the Attorney General's Chambers. I myself was in-house counsel at a large listed company for several years."

 

Key Achievements
While a well-run company’s adherence to good corporate governance is seamless and often unnoticeable to the untrained eye, when a corporation, its board or shareholders do not play their part, the errors in judgment or corporate governance failures often can often result in investigations by authorities, irate investors, and a fall in its share price.

The need for a corporate governance approach that spans both the litigation and corporate practices has been borne out by the key achievements of the practice. In the last year, the practice has been involved in (among other matters):

Co-head, Joy Tan, was recognised for Corporate Governance work in Singapore by PLC Global Counsel Handbooks - Corporate Governance 2006/2007.

The importance of good corporate governance to both corporations and regulators is not going to go away any time soon. Shareholders are now more cognisant of how good corporate governance adds value to their investment. An important indicator of this trend has been the rise of institutional investors insisting on greater transparency and better governance polices, as well as more active participation at shareholders' meetings through the use of multiple proxies. Worldwide, governments have realised that the role of the stock market in creating wealth for citizens has also meant consequential economic and political damage, often on a global scale, when large corporations go under. This has meant greater legislative and regulatory scrutiny and cooperation amongst governments in the arena of corporate governance.

Where is all of this headed? Yip notes, "'Globally, legislators have been re-looking at the role played by directors. We saw this in the US with Sarbanes-Oxley, and more recently in the UK with the Companies Act 2006 which codifies and arguably extends the traditionally defined duties of directors. Most of these developments are crisis driven, and it will be interesting to see if the sub-prime crisis will trigger moves in the US towards more stringent corporate governance of banks and financial institutions. If that happens, others may well follow.”

To this, Tan adds, "An important trend in Singapore has been the recent emphasis by our courts on the supervisory role of directors. The law has always sought a balance between the director's right to delegate and the director's oversight function. While courts used to stress the former, recent corporate scandals have seen the pendulum swing towards a greater emphasis on the duty of supervision. Courts have made it clear that delegation of duty does not mean dereliction of duty. Directors may delegate but they must also ensure that proper checks are and have been put in place."