Legal Clinic

LordDenning

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Hi all,

I've recently graduated from one of the law schools in Singapore and I'm hoping to start a mini-legal clinic here to put what I've learnt to good use for the benefit of the community. I'm not qualified yet to do pro-bono work at legal clinics but I thought I could perhaps help with what I know, especially when there's nothing to do during this circuit breaker. Understanding the limits of my experience, I may consult my professors and/or peers if necessary.

Please feel free to ask any legal question that you may have (if the information is sensitive, please generalize it or drop me a PM) and I'll assist to the best of my abilities.

As I have yet to be qualified as a practicing lawyer and given the (in)formalities of this forum, I'll only provide my opinion on the facts presented. The information provided on this forum does not, and is not intended to, constitute legal advice. Please seek official legal advice if necessary. For the avoidance of doubt, nothing said on this forum shall be held to establish any lawyer-client relationship.
 
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lordfa9

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Thanks for doing this :)

My qn:
I signed a contract to buy a business; inside the Seller agreement there are terms saying that the seller must do some handing over tasks within a certain time period

As of now the time period has lapsed quite badly and none of the tasks have been done, is it reasonable for me to legally declare the contact null and void and tear it up?
 

LordDenning

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Thanks for doing this :)

My qn:
I signed a contract to buy a business; inside the Seller agreement there are terms saying that the seller must do some handing over tasks within a certain time period

As of now the time period has lapsed quite badly and none of the tasks have been done, is it reasonable for me to legally declare the contact null and void and tear it up?

If it is a conditional acceptance (i.e. you only accept the offer subject to the tasks that the seller must do), no contract has been formed as the time for satisfying the conditions has lapsed so you will be entitled to ignore the contract.

If the contract has been concluded (i.e. unqualified acceptance but the seller has to fulfill certain obligations), the seller is effectively in breach of contract. This provides you with two remedies - rescission of contract or to sue for damages arising from breach of contract. Under rescission, you can treat the contract as though nothing has been formed, while for damages you can claim for the losses suffered as a result of the breach (perhaps you may have incurred some costs in anticipation of the contract).

In short, yes it appears that you can tear the contract (the contract may be void or voidable depending on the situation, but the distinction is not relevant practically). However, if the contract has been concluded, please take note of the contractual obligations that you may have under the contract.

Hope this helps! :)
 
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lordfa9

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The wording is like this:
Code:
On Completion, the Seller and the Purchaser will procure that their respective obligations specified below are fulfilled, unless agreed otherwise

Since the Agreement has been signed and dated I guess the seller is in breach then. I am seriously considering recession

Add on question: Do I need to take this to court or to get a lawyer letter? Or just draft out an MOU that the contract will be voided.

Another related question: The seller has outright refused to provide me company information (such as emails with suppliers) that date prior to me joining, is there any legal recourse to get this info? Or can I work it into my case to void the Seller agreement?

I really dont want to throw more money at legal fees
 
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LordDenning

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The wording is like this:
Code:
On Completion, the Seller and the Purchaser will procure that their respective obligations specified below are fulfilled, unless agreed otherwise

Since the Agreement has been signed and dated I guess the seller is in breach then. I am seriously considering recession

Add on question: Do I need to take this to court or to get a lawyer letter? Or just draft out an MOU that the contract will be voided.

Another related question: The seller has outright refused to provide me company information (such as emails with suppliers) that date prior to me joining, is there any legal recourse to get this info? Or can I work it into my case to void the Seller agreement?

I really dont want to throw more money at legal fees

To your first question: Yes, the contract appears to have been concluded and the seller is in breach. Thus, you may elect to rescind/terminate the contract (more accurately, rescission by repudiatory breach). Please check your agreement on your rights to terminate the contract as it may be possible that some breaches do not entitle the innocent party to terminate the contract.

To your add-on question: The formalities depend on your contract, but generally a written agreement should suffice.

To your related question: It depends on whether the seller has a contractual duty to provide you with company information prior to you joining the business. If it is, then you can seek specific performance from the court to compel the seller to provide the information, but specific performance is not generally granted unless damages (monetary compensation) are inadequate. However, as you have pointed out, if it is a contractual duty, the seller will be in breach of contract for failing to provide you with the information which may entitle you to terminate the contract.

Please also note that you (as the Purchaser) also have a duty to fulfill your contractual obligations. Legally speaking, a breach by the other party does not entitle the innocent party to ignore his contractual obligations unless the contract has been rescinded/terminated. Please notify the Seller and indicate your intention to terminate the contract and, upon agreement, you will be released from all future obligations.
 

firsttimebuyer

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Hi all,

I've recently graduated from one of the law schools in Singapore and I'm hoping to start a mini-legal clinic here to put what I've learnt to good use for the benefit of the community. I'm not qualified yet to do pro-bono work at legal clinics but I thought I could perhaps help with what I know, especially when there's nothing to do during this circuit breaker. Understanding the limits of my experience, I may consult my professors and/or peers if necessary.

Please feel free to ask any legal question that you may have (if the information is sensitive, please generalize it or drop me a PM) and I'll assist to the best of my abilities.


As I have yet to be qualified as a practicing lawyer and given the (in)formalities of this forum, I'll only provide my opinion on the facts presented. Please seek further legal advice if necessary.



Maybe not related but I am curious, in terms of estate planning, where trust arrangements are made, is it permissible, in Singapore's legal framework, for the settlor to implement religious restrictions on the trust, where beneficiaries are concerned? For example, any receiving beneficiary has to be one a certain religion to be a beneficiary.
 

LordDenning

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Maybe not related but I am curious, in terms of estate planning, where trust arrangements are made, is it permissible, in Singapore's legal framework, for the settlor to implement religious restrictions on the trust, where beneficiaries are concerned? For example, any receiving beneficiary has to be one a certain religion to be a beneficiary.

There are two kinds of trusts that may arise in your scenario - trusts for individuals and trusts for a purpose.

Trusts for Individuals (if you want your offspring to be of a particular religion)
Although this type of trust is generally valid if it is sufficiently certain, there may be a problem with attaching such a condition on the beneficiary as it may be against public policy for such conditions to be upheld. There is no reported case law in Singapore that concerns such a situation, but our freedom of religion is provided for under Art 15 of the Constitution of Singapore and it may well be against public policy to impose such a condition. However, this has to be weighed against the settlor/testator's freedom to deal with his/her properties and thus it is not immediately clear how the court would decide.

Therefore, the better approach would be to set up a discretionary trust, in which the settlor (the person providing the money) provides a letter of wishes to the trustee (the person holding the money) stating that only beneficiaries of X religion should be entitled to the money. Such letter of wishes are not binding on the trustee, but he has to take into consideration such wishes when exercising his discretion.

Nevertheless, it would also be in the settlor's interests to ensure that the beneficiary continues to believe in the religion after receiving the money from the trust. However, it would be difficult to enforce such a condition from a practical perspective.

Trusts for a Purpose (if there is no specific beneficiary)
This form of trust is generally void in Singapore unless certain exception(s) applies or if the purpose is a charitable one. If the trust concerns money, the relief of poverty is an established head of charity and thus trusts for followers a specific religion are valid as long as the number of followers is sufficiently large to form a "cross-section of the public". There is no hard and fast rule as to whether what is the number - it is a question of degree in all circumstances of the case and that must depend upon the purpose of the trusts - but it should not be a problem if your intended religion is one that is popular in Singapore (e.g. Christianity, Buddhism, Islam or Hinduism etc.).

That said, however, trusts are expensive to administer and it would be advisable to donate the money to an existing religious organisation if the quantum is not large enough.
 

firsttimebuyer

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Thank you very much!!!

There are two kinds of trusts that may arise in your scenario - trusts for individuals and trusts for a purpose.

Trusts for Individuals (if you want your offspring to be of a particular religion)
Although this type of trust is generally valid if it is sufficiently certain, there may be a problem with attaching such a condition on the beneficiary as it may be against public policy for such conditions to be upheld. There is no reported case law in Singapore that concerns such a situation, but our freedom of religion is provided for under Art 15 of the Constitution of Singapore and it may well be against public policy to impose such a condition. However, this has to be weighed against the settlor/testator's freedom to deal with his/her properties and thus it is not immediately clear how the court would decide.

Therefore, the better approach would be to set up a discretionary trust, in which the settlor (the person providing the money) provides a letter of wishes to the trustee (the person holding the money) stating that only beneficiaries of X religion should be entitled to the money. Such letter of wishes are not binding on the trustee, but he has to take into consideration such wishes when exercising his discretion.

Nevertheless, it would also be in the settlor's interests to ensure that the beneficiary continues to believe in the religion after receiving the money from the trust. However, it would be difficult to enforce such a condition from a practical perspective.

Trusts for a Purpose (if there is no specific beneficiary)
This form of trust is generally void in Singapore unless certain exception(s) applies or if the purpose is a charitable one. If the trust concerns money, the relief of poverty is an established head of charity and thus trusts for followers a specific religion are valid as long as the number of followers is sufficiently large to form a "cross-section of the public". There is no hard and fast rule as to whether what is the number - it is a question of degree in all circumstances of the case and that must depend upon the purpose of the trusts - but it should not be a problem if your intended religion is one that is popular in Singapore (e.g. Christianity, Buddhism, Islam or Hinduism etc.).

That said, however, trusts are expensive to administer and it would be advisable to donate the money to an existing religious organisation if the quantum is not large enough.
 

firsttimebuyer

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Hi all,

I've recently graduated from one of the law schools in Singapore and I'm hoping to start a mini-legal clinic here to put what I've learnt to good use for the benefit of the community. I'm not qualified yet to do pro-bono work at legal clinics but I thought I could perhaps help with what I know, especially when there's nothing to do during this circuit breaker. Understanding the limits of my experience, I may consult my professors and/or peers if necessary.

Please feel free to ask any legal question that you may have (if the information is sensitive, please generalize it or drop me a PM) and I'll assist to the best of my abilities.


As I have yet to be qualified as a practicing lawyer and given the (in)formalities of this forum, I'll only provide my opinion on the facts presented. Please seek further legal advice if necessary.



Is there such a thing as international law?

I was reading about how the the Trump administration may default on Chinese holdings of US treasury bonds, using the obligations of ROC bonds issued in the 1930s. I read in some articles that under international law, successor states are generally responsible for the debt of previous states.

Sorry if this is outside the scope of your expertise!
 

freshsoapsmell

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Hi all,

I've recently graduated from one of the law schools in Singapore and I'm hoping to start a mini-legal clinic here to put what I've learnt to good use for the benefit of the community. I'm not qualified yet to do pro-bono work at legal clinics but I thought I could perhaps help with what I know, especially when there's nothing to do during this circuit breaker. Understanding the limits of my experience, I may consult my professors and/or peers if necessary.

Please feel free to ask any legal question that you may have (if the information is sensitive, please generalize it or drop me a PM) and I'll assist to the best of my abilities.



As I have yet to be qualified as a practicing lawyer and given the (in)formalities of this forum, I'll only provide my opinion on the facts presented. Please seek further legal advice if necessary.

LordDenning
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Join Date: Aug 2018
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I just wanted to come in to pay my respects to Lord Denning ;-)

All the best for your legal career! Thank you so much for doing this for the community.
 

LordDenning

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Is there such a thing as international law?

I was reading about how the the Trump administration may default on Chinese holdings of US treasury bonds, using the obligations of ROC bonds issued in the 1930s. I read in some articles that under international law, successor states are generally responsible for the debt of previous states.

Sorry if this is outside the scope of your expertise!

Apologies for the late response, and yes public international law is indeed out of my expertise unfortunately :(

Nevertheless, that is an interesting question and I have read up some materials on it. Although people generally agree that successor states are responsible for the debt of previous states, it is more of a moral instinct because the state is sovereign and theoretically not accountable to any other power or state. Therefore, repudiating such debts would only trigger condemnation by the international community (see for example, the repudiation of debt at the Russian Revolution).

Furthermore, there are several issues with enforcing the obligations of the ROC bonds, such as limitation periods, the applicable laws of the bonds (which presumably refers to the laws of the Qing Dynasty), whether PRC or ROC (Taiwan) is the true debtor of the Qing Dynasty bonds, and whether the US government can set-off its US Treasury Bonds based on that under the US laws. All in all, it would be an uphill task to enforce the Qing Dynasty bonds against the Chinese government.

There are a few cases of state succession, such as the dissolution of Soviet Union and Yugoslavia, but the case of China and its Qing Dynasty bonds do not fall squarely within any of those scenarios.

Lastly, I'm not trained in public international law so these should only be taken with a pinch of salt.


LordDenning
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Posts: 8

I just wanted to come in to pay my respects to Lord Denning ;-)

All the best for your legal career! Thank you so much for doing this for the community.

Thanks! Are you in the legal industry as well?
 

Mikhail05

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Hi all,

I've recently graduated from one of the law schools in Singapore and I'm hoping to start a mini-legal clinic here to put what I've learnt to good use for the benefit of the community. I'm not qualified yet to do pro-bono work at legal clinics but I thought I could perhaps help with what I know, especially when there's nothing to do during this circuit breaker. Understanding the limits of my experience, I may consult my professors and/or peers if necessary.

Please feel free to ask any legal question that you may have (if the information is sensitive, please generalize it or drop me a PM) and I'll assist to the best of my abilities.



As I have yet to be qualified as a practicing lawyer and given the (in)formalities of this forum, I'll only provide my opinion on the facts presented. Please seek further legal advice if necessary.

Hi,

Thank you for doing I hope you can answer my questions.

In my employment contract it states that my employer cannot terminate me for no valid reason. If the company does, it needs to compensate me 3 months worth of salary.

My question is, if my employer terminates my employment due to this covid situation saying they are financially strained. Is this valid reason? Meaning they do not need to compensate me 3 months worth of salary?

Thank you for your time and I hope you get your license soon to practice professionally. Kudos!
 

LordDenning

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Hi,

Thank you for doing I hope you can answer my questions.

In my employment contract it states that my employer cannot terminate me for no valid reason. If the company does, it needs to compensate me 3 months worth of salary.

My question is, if my employer terminates my employment due to this covid situation saying they are financially strained. Is this valid reason? Meaning they do not need to compensate me 3 months worth of salary?

Thank you for your time and I hope you get your license soon to practice professionally. Kudos!

Hi,

I'm sorry for your situation. Unless the contract defines what "valid reason" is, it appears that your employer had intentionally left it vague.

However, it can be argued that you were retrenched (i.e. made redundant, which is slightly different from termination of employment) if you have worked more than 6 months. According to the advisory on MOM that has been updated on 20 May 2020, an employee is presumed to be retrenched if the employment contract was terminated and the employer has no plan to fill up the vacancy any time soon. The company should then negotiate with the union or employees to provide retrenchment benefits. If you have worked with the company for more than 3 years, the retrenchment benefit according to the norms is about 2-4 weeks of salary per year of service.

If your employer has refused to provide any retrenchment benefit, please lodge a complaint against your employer with MOM.
 

Mikhail05

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Hi,

I'm sorry for your situation. Unless the contract defines what "valid reason" is, it appears that your employer had intentionally left it vague.

However, it can be argued that you were retrenched (i.e. made redundant, which is slightly different from termination of employment) if you have worked more than 6 months. According to the advisory on MOM that has been updated on 20 May 2020, an employee is presumed to be retrenched if the employment contract was terminated and the employer has no plan to fill up the vacancy any time soon. The company should then negotiate with the union or employees to provide retrenchment benefits. If you have worked with the company for more than 3 years, the retrenchment benefit according to the norms is about 2-4 weeks of salary per year of service.

If your employer has refused to provide any retrenchment benefit, please lodge a complaint against your employer with MOM.

Don't be, it's just a what-if situation for now. Just wanted to check and clarify the interpretation ahead of time.

Thank you very much for your time and knowledge!
All the best to you!
 

nez

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Can extension of HDB room lease be signed digitally?

Is this way of signing valid?
Will the contract be valid in the eyes of the court of law, in case anything happen?


Current tenant lease is over in June but need more time to look for other accommodation &
request for 1-2 months extension.

To safe the trouble of scheduling to meetup to sign the extension, is this possible?
- I email/WhatsApp tenant the lease
- tenant sign the lease
- tenant email/WhatsApp me back the signed lease

Alternatively, Can I meet the tenant on my parents(landload) behalf for signing of the contract?

Thanks
 
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LordDenning

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Can extension of HDB room lease be signed digitally?

Is this way of signing valid?
Will the contract be valid in the eyes of the court of law, in case anything happen?


Current tenant lease is over in June but need more time to look for other accommodation &
request for 1-2 months extension.

To safe the trouble of scheduling to meetup to sign the extension, is this possible?
- I email/WhatsApp tenant the lease
- tenant sign the lease
- tenant email/WhatsApp me back the signed lease

Alternatively, Can I meet the tenant on my parents(landload) behalf for signing of the contract?

Thanks

1. If you're worried about the formalities required, it has been established by the court that the writing requirement for property cases could be satisfied via electronic form. So yes, you can email (WhatsApp is less preferred) your tenant the amended lease agreement.

2. Please avoid meeting your tenant for the signing of this contract as it appears to be an offence under the COVID-19 (Temporary Measures) (Control Order) Regulations 2020.

3. Lastly, as it is not a private property, you will need to inform HDB of the changes to your tenancy agreement as there are certain requirements that you have to satisfy for the extension of lease (e.g. maximum rental period, NC quota etc.).

Hope this helps!
 

nez

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1. If you're worried about the formalities required, it has been established by the court that the writing requirement for property cases could be satisfied via electronic form. So yes, you can email (WhatsApp is less preferred) your tenant the amended lease agreement.

2. Please avoid meeting your tenant for the signing of this contract as it appears to be an offence under the COVID-19 (Temporary Measures) (Control Order) Regulations 2020.

3. Lastly, as it is not a private property, you will need to inform HDB of the changes to your tenancy agreement as there are certain requirements that you have to satisfy for the extension of lease (e.g. maximum rental period, NC quota etc.).

Hope this helps!

Thanks. This helps alot. However I have some queries:

1. Why is WhatsApps is less preferred?
I have this impression that tenant's mobile is our main mode of contact, so have a list of our conversion as proof of tenant's ownership of that mobile number & thereby proof of tenant's had signed the agreement.

2. It is after 1st June, so circuit breaker is over.
Would it then be alright for me to pass the agreement on behalf of the landlord (my parents) for tenant to sign?

Thanks
 

LordDenning

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Thanks. This helps alot. However I have some queries:

1. Why is WhatsApps is less preferred?
I have this impression that tenant's mobile is our main mode of contact, so have a list of our conversion as proof of tenant's ownership of that mobile number & thereby proof of tenant's had signed the agreement.

2. It is after 1st June, so circuit breaker is over.
Would it then be alright for me to pass the agreement on behalf of the landlord (my parents) for tenant to sign?

Thanks

1. The first reason is that the court has only endorsed the use of email correspondence for the purposes of the writing requirement. Although WhatsApp is also likely to be accepted by the court, risks should be avoided wherever possible. The second reason is that exchanges on such social media platforms may not be immutable evidence (e.g. Telegram allows one party to unilaterally delete the messages sent by the other party, but I'm not sure if WhatsApp allows this as well).

Be that as it may, if you have been communicating with your tenant via WhatsApp all along and you trust him/her, you can choose to send the lease agreement via WhatsApp.

2. Under Phase 1 of the easing of Circuit Breaker, it would probably still be an offence for you to do so after 1st June 2020. Given that property agents are not permitted to have face-to-face meetings with clients except where clients’ physical presence is legally required to complete transactions, the likely inference is that you are not permitted to meet your tenant as well.
 

nez

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1. The first reason is that the court has only endorsed the use of email correspondence for the purposes of the writing requirement. Although WhatsApp is also likely to be accepted by the court, risks should be avoided wherever possible. The second reason is that exchanges on such social media platforms may not be immutable evidence (e.g. Telegram allows one party to unilaterally delete the messages sent by the other party, but I'm not sure if WhatsApp allows this as well).

Be that as it may, if you have been communicating with your tenant via WhatsApp all along and you trust him/her, you can choose to send the lease agreement via WhatsApp.

2. Under Phase 1 of the easing of Circuit Breaker, it would probably still be an offence for you to do so after 1st June 2020. Given that property agents are not permitted to have face-to-face meetings with clients except where clients’ physical presence is legally required to complete transactions, the likely inference is that you are not permitted to meet your tenant as well.

Thanks Bro :)
 

firsttimebuyer

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Thanks for this! So interesting! Bookmarking this thread for future learning.

Apologies for the late response, and yes public international law is indeed out of my expertise unfortunately :(

Nevertheless, that is an interesting question and I have read up some materials on it. Although people generally agree that successor states are responsible for the debt of previous states, it is more of a moral instinct because the state is sovereign and theoretically not accountable to any other power or state. Therefore, repudiating such debts would only trigger condemnation by the international community (see for example, the repudiation of debt at the Russian Revolution).

Furthermore, there are several issues with enforcing the obligations of the ROC bonds, such as limitation periods, the applicable laws of the bonds (which presumably refers to the laws of the Qing Dynasty), whether PRC or ROC (Taiwan) is the true debtor of the Qing Dynasty bonds, and whether the US government can set-off its US Treasury Bonds based on that under the US laws. All in all, it would be an uphill task to enforce the Qing Dynasty bonds against the Chinese government.

There are a few cases of state succession, such as the dissolution of Soviet Union and Yugoslavia, but the case of China and its Qing Dynasty bonds do not fall squarely within any of those scenarios.

Lastly, I'm not trained in public international law so these should only be taken with a pinch of salt.




Thanks! Are you in the legal industry as well?
 
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