Osino Resources Corp.’s Post

Congratulations to our CEO Cavinder Bull, SC, Director Voon Jiet Chia and team, consisting of Directors Bing Wen Sim and Wesley Chan, Associate Director Kelly Tseng, Senior Associates Belle Tan, Clarissa Wong and Nicholas Chng, and Associates Ching Wei Chua and Foo Hsien Li (Kira) for successfully representing Hin Leong Trading’s liquidators in recovering US$3.5 billion (SGD$4.6 billion) from former oil tycoon, Lim Oon Kuin, better known as OK Lim, and his two children in the largest reported fraudulent trading case in Singapore. On the day when Cavinder Bull SC was scheduled to commence the cross-examination of the Lim Family in Court, the Lim Family instead consented to a judgment which specifies that they shall pay US$3.5 billion, interest and costs, as sought by the liquidators in this lawsuit. This judgment is one of Singapore’s largest sought in a civil suit. The Court also extended it’s injunction freezing the Lim Family’s assets worldwide to be effective until full payment is made or till further order. The case has been covered extensively by the media. You may read more about the matter on today’s ST.p.A12, BT p.4 and Zaobao p.34 and yesterday’s ST Online, BT Online, Zaobao Online, Bloomberg, The New Paper, The Edge Singapore and CNA here: https://bit.ly/4enZoy1

This case illustrates the stark difference between investor protection in Taiwan compared to Singapore for listed companies. This company has a primary listing on SGX and later issued TDRs in Taiwan (i.e. secondary listing). The SFIPC in Taiwan, a body set up to take action on behalf of investors, is continuing to pursue this case even though it’s a secondary listing. In my recent visit to Taiwan when I visited and spoke to SFIPC, I asked about the challenges of taking civil action against foreign listings and this was given as an example. But SFIPC is not giving up even though it’s a secondary listing. There are very few secondary listings in Taiwan. I see suggestions about attracting more secondary listings to SGX to compensate for the lack of primary listings. I’ve warned that if we do that, I expect secondary listings to be the next wave of governance scandals. Secondary listings are like mistresses and toy boys. They won’t be particularly committed to you. As it is, our enforcement for primary listings is so poor. What do you think will be our enforcement for secondary listings? l believe we will say it’s not our problem - go to the overseas market where they are incorporated like Bermuda, Cayman, BVI etc or the market where their primary listing is.

Something odd happened on the 13th of February when Security Paper was supposed to hold its 8th EOGM in order to elect its directors. However, as soon as the meeting started, it was adjourned by its chairman. This might seem innocuous on the face of it but the reality is that the company was fighting a losing battle. Seeing their loss imminent, the company decided that the best course of action was to take this step. But Why? Security Paper is a listed company that was established in the 1960s by the State Bank of Pakistan with the function of manufacturing the special paper required by the SBP to print its own currency. Recently, the company has been marred by one controversy or another. From related party transactions to the independence of its directors, the company has faced complaint after complaint 4/9 The company is owned primarily by associated companies making up 60% of its shareholding while general public owns 23.5% respectively. This is the point of contention which was the reason for the meeting being adjourned. Shareholders have certain rights given to them including the right to vote in board meetings. If a person cannot vote, that vote can be transferred to a proxy Most of the time, the decision-making is a straight up and down vote but in the election of directors, the smaller shareholders can create a block and impact the result of these elections 7/9 In such an environment, the proxy becomes much sought after where shareholders jockey for positions to get their director elected. Read this week’s story by Zain Naeem on how the recent developments at Security Paper have pitted the shareholders against the company and how the company seems to have lost out in the most recent round. https://lnkd.in/dQYsSQYv

Today the UK's Takeover Panel proposed sweeping changes to the jurisdictional framework of the UK Takeover Code. If implemented, these amendments would simplify the regime significantly and remove a number of companies from the regulatory net and provide welcome clarity to market participants. Read more in our latest article: https://ow.ly/j64E50RnjKy

【Bulletin】Our April 2024 Bulletin has been published.📢 The focus article is: Amendments to the "Regulations Governing the Declaration of Acquisition of Shares in Accordance with Paragraph 1, Article 43-1 of the Securities and Exchange Act" announced by the Taiwan Financial Supervisory Commission   In response to recent changes to the Securities and Exchange Act in Taiwan on May 10, 2023, the Financial Supervisory Commission revised the Regulations Governing the Declaration of Acquisition of Shares in accordance with Paragraph 1, Article 43-1 of the Securities and Exchange Act on January 30, 2024.   These changes will take effect on May 10, 2024. The Taiwan Stock Exchange has also updated its application forms and relevant appendix. These amendments are expected to have a significant impact on how prospective investors report their activities.   🔎 To know more about the amendments: https://lnkd.in/giBQ3_TF   📰 Lee and Li's Corporate and Investment Practice Group: https://lnkd.in/gRvh8yQ #Taiwan #LegalNews

I have posted about this before but the role of ASX as something of a pseudo-regulator is, to my knowledge, unique in Australian corporate law. While the true regulator in this area is ASIC (as this latest development clearly demonstrates), the ASX is in the strange position of policing its own listing rules, even in relation to itself as a listed company. I cannot imagine an equivalent situation arising in respect of a “true” (read “government run”) regulator such as ASIC, APRA, ACCC or ATO.

Interested in the capital markets, securities litigation, or global class actions? Check out my recent article published in the Ontario Bar Association Class Action Section newsletter touching on all three: "Longair v. Akumin Inc.: The next chapter in the partial correction story and Ontario’s long-arm jurisdiction for secondary market purchasers" #ClassActions #SecuritiesLitigation #ContinuousDisclosure #OntarioLaw #OntarioLawyers #CanadianFinance #SecuritiesRegulation https://lnkd.in/gqgK_fsg

Switzerland's stock corporation law has undergone revisions, introducing numerous changes. Switzerland companies are now required to review and revise their Articles of Association (AoA), latest by the end of 2024, to align the AoA with the amendments. #lawdebenture #globalentitymanagement #corporatecompliance #switzerlandstockcorporationlaw

Increased macroeconomic risks, such as severe weather events and geopolitical tensions, have led to greater judicial focus on Material Adverse Event clauses in M&A transactions. A recent decision by the English High Court offers new insights into the interpretation of MAE clauses, emphasizing the high burden on purchasers seeking to terminate deals based on these provisions. Drew Broughton, Jesse Fontaine and Jordan Murray discuss the potential nexus of the case to Canadian M&A activity. #MergersAndAcquisitons #CommercialTransactions #CommercialLitigation

Following the 2016 amendments to the Canadian takeover bid regime, some target boards have turned to the use of private placements when faced with a hostile bid. This gives rise to interesting questions of characterization: When are private placements seen as having a proper purpose, versus scrutinized by securities regulators as an improper defensive tactic? In this article, Executive Editor Cindy Lin provides guidance for those who are interested in knowing when and how private placements are dealt with by the commissions. https://lnkd.in/eUGDMEEN