What is corporate law?
Corporate law is a highly diverse practice area and is crucial to both legal and business industries. Also referred to as company law, it is the practice area of lawyers who provide legal advice to corporations and their directors and controlling shareholders on the formation, governance, and day-to-day legal problems of the business entities.
Most corporate lawyers are viewed as generalists as their advisory services may involve a myriad range of matters including proper conduct of the board, executive compensation, shareholder agreements and voting rights, compliance with statutory regulations, mergers and acquisitions, and even commercial contracts with the corporation’s suppliers and customers.
Depending on the size of the industry in which the corporate lawyer practices as well as the size of the law firm, he or she may need to handle the full spectrum of the corporation’s legal matters. For larger law firms, the legal responsibility may be shared among lawyers from other practice areas. While the corporate lawyer with the principal client relationship is expected to be familiar with all the potential legal issues that the corporation may face, he or she may engage lawyers from other practice areas to support issues that may require special expertise, such as tax issues litigation, or insolvency.
Is there a difference between corporate law and commercial law?
Corporate law and commercial law are two commonly grouped practice areas. While both practice areas involve dealing with corporations and their respective businesses, there are some nuances between both practice areas.
Corporate law deals with the rights, relations and conduct of the corporation’s business. It is highly dependent on the governance of the corporation and its structure that allows for the business to continue operating. Corporate law matters more often than not relates to the launch, growth, maturity or decline of the corporation.
Commercial law, on the other hand, is primarily related to the commercial activities that the corporation engages in. These activities are often transactional in nature, which means that the large bulk of the work is related to contracts or transfer of assets. Some of the matters covered under commercial law may include employment law, contract law, intellectual property law and property law.
Why do corporate laws exist?
Corporate laws exist simply to implement a set of rules that govern corporations to ensure that each and every corporation operates on a level playing field. The idea is not to make it difficult to get things done but to be fair to every corporation. These rules exist to ensure that corporations act in predictable ways in which other corporations can rely on.
Understanding Singapore’s corporate legal system
Singapore’s corporate legal system is governed by the Singapore Companies Act. The Singapore Companies Act is meant to regulate business formation, company structure, shareholder rights, specify the duties of directors and officers as well as other legal compliance requirements.
Companies
In Singapore, there are three categories in which corporations fall into: Limited Liability Partnership (LLP), Limited Liability Company (LLC), and Corporate Governance.
Shareholders
It is mandated by law that Singapore companies must have at least one shareholder. Ownership of the corporation’s shares is usually documented by issuing share certificates to the shareholders. However, given that the corporation is a separate legal entity, owning a share in a corporation does not necessarily give the shareholder a legal interest in the corporation’s properties, assets, or intellectual property.
Directors
For private corporations, there needs to be at least one director and for public corporations, there must be at least three or more directors. For both private and public corporations, one director must be a local resident of Singapore. Directors are usually voted in by the corporation’s shareholders.
As mandated by the Singapore Company Law, directors typically have broad powers of management. For smaller private corporations, the role of the director is likely to manage the entire company business, overseeing the majority of the daily business decisions. For large corporations, the director will usually take on a more supervisory and strategic role, while the management team will execute the strategies and drive the day-to-day operations.
Company Secretary
Under the Singapore law, it is required that every corporation appoint a Company Secretary. The company secretary must be a local resident of Singapore. If there is only one director within the company, the corporation cannot appoint the director as the company secretary.
The role of the company secretary is to ensure regulatory corporate compliance by preparing the necessary paperwork with Accounting and Corporate Regulatory AuthoritY (ACRA) and ensuring and process requirements are met. The key duties also include organising mandated meetings of directors and shareholders, taking meeting minutes, maintaining the company registers, and acting as an advisor to and intermediary between directors, shareholders, and other employees.
Who practices corporate law?
Most corporate lawyers work for medium-sized to large-sized law firms. This is because the legal needs of an established corporation are usually quite significant. A corporate may require legal advice and support on a diverse set of issues at any point in time. As such, a medium or large-sized law firm is usually adequately staffed with lawyers and attorneys with diverse skill sets to meet the legal needs of the corporation.
Similarly, business leaders and C-level executives often prefer to have a “one-stop shopping place” for their corporate needs. By sticking with a single law firm, they are able to establish a long-term relationship with the lawyers and attorneys, and have their legal needs met conveniently through this long-term relationship.
However, some corporations may prefer to hire lawyers to work exclusively as an employee for the corporation. These corporate lawyers are then referred to as in-house counsel. They will typically advise the corporation on a wide array of legal matters relating to corporate law and business activities.
For smaller corporations or startups who are unable to afford the legal fees of a large law firm, they may then turn to corporate lawyers who work individually or represent a small boutique law firm. These corporate lawyers may build their base of clients within a similar industry and help the corporation to get started or expand. However, they may refer clients to other law firms for legal matters that they do not specialise in.
Here are some of the top law firms in Singapore that offers offer corporate law as one of their areas of practice
Law Firm |
WHM Law Corporation |
Speciality |
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Website | https://www.wmhlaw.com.sg/ |
Address | 6 Eu Tong Sen Street, #07-17/18, Singapore 059817 |
Contact | 6514 6350 |
Law Firm |
Rajah & Tann Singapore LLP |
Speciality |
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Website | https://www.rajahtannasia.com/ |
Address | 9 Straits View #06-07 Marina One West Tower, 018937 |
Contact | 6535 3600
info@rajahtannasia.com |
Opening Hours | Weekdays: 9am – 6pm |
Law Firm |
Allen & Gledhill LLP |
Speciality |
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Website | https://www.allenandgledhill.com/ |
Address | 1 Marina Blvd, #28-00, Singapore 018989 |
Contact | 65 6890 7188 enquiries@allenandgledhill.com |
Opening Hours | Weekdays: 9am – 6pm |
Law Firm |
WongPartnership LLP |
Speciality |
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Website | https://www.wongpartnership.com/ |
Address | 12 Marina Boulevard Level 28 Marina Bay Financial Centre Tower 3 Singapore 018982 |
Contact | 65 6416 8000 |
Law Firm |
Bird & Bird ATMP |
Speciality |
|
Website | https://www.twobirds.com/ |
Address | 2 Shenton Way #18-01, SGX Centre 1, Singapore 068804 |
Contact | +65 6534 5266
Singapore@twobirds.com |
Law Firm |
Dentons Rodyk & Davidson LLP |
Speciality |
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Website | https://www.dentons.com/en |
Address | 80 Raffles Place, #33-00 UOB Plaza 1, Singapore 048624 |
Contact | Contact via form here |
Opening Hours | Weekdays, 8.45am – 5.45pm |
Law Firm |
Drew & Napier LLC |
Speciality |
|
Website | https://www.drewnapier.com/ |
Address | 10 Collyer Quay, 10th Floor Ocean Financial Centre, Singapore 049315 |
Contact | 6535 0733
mail@drewnapier.com |
Opening Hours | Weekdays, 9am – 5pm |
Law Firm |
Shook Lin & Bok LLP |
Speciality |
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Website | https://www.shooklin.com/en/ |
Address | 1 Robinson Road, #18-00 AIA Tower, Singapore 048542 |
Contact | 65 6535 1944
slb@shooklin.com |
Law Firm |
TSMP Law Corporation |
Speciality |
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Website | https://www.tsmplaw.com/ |
Address | 6 Battery Rd, Singapore 049909 |
Contact | 65 6534 4877 |
Law Firm |
Gloria James-Civetta & Co |
Speciality |
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Website | https://www.gjclaw.com.sg/areas-of-practice/commercial-corporate-law/ |
Address | 3 Church Street #15-04, Samsung Hub, Singapore 049483 |
Contact | +65 6337 0469
consult@gjclaw.com.sg |
Opening Hours | Contact for appointment |
Law Firm |
CNPLaw LLP |
Speciality |
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Website | https://www.cnplaw.com/ |
Address | 600 North Bridge Road #13-01 Parkview Square, 188778 |
Contact | contact@cnplaw.com +65 6323 8383 |
Opening Hours | Weekdays: 9am – 6pm |
Law Firm |
Pinsent Masons |
Speciality |
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Website | https://www.pinsentmasons.com/ |
Address | 182 Cecil St, #32-01 Frasers Tower, Singapore 069547 |
Contact |
65 6305 0901
|
Opening Hours | Open 24 hours |
Law Firm |
Duane Morris LLP |
Speciality |
|
Website | https://www.duanemorris.com/offices/singapore.html |
Address | 16 Collyer Quay #17-00, Singapore 049318 |
Contact | 65 6311 0030 |
Law Firm |
Clifford Chance Singapore |
Speciality |
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Website | https://www.cliffordchance.com/ |
Address | 12 Marina Boulevard, Tower 3, #25-00, Marina Bay Financial Centre, 018982 |
Contact | 6564102200 |
Law Firm |
Quahe Woo & Palmer LLC |
Speciality |
|
Website | https://www.quahewoo.com/ |
Address | 180 Clemenceau Avenue, Haw Par Centre #02-02, Singapore 239922 |
Contact | +65 6622 0366
enquiry@quahewoo.com |
Opening Hours | Weekdays: 9am – 6pm |
Law Firm |
Lee & Lee |
Speciality |
|
Website | https://www.leenlee.com.sg/practice-areas/corporate/ |
Address | 50 Raffles Place, #06-00 Singapore Land Tower Singapore 048623 |
Contact | +6562200666
leenlee@leenlee.com.sg |
Opening Hours | Weekdays: 9am – 6pm |
Law Firm |
Baker & McKenzie.Wong & Leow |
Speciality |
|
Website | https://www.bakermckenzie.com/en/locations/asia-pacific/singapore |
Address | 8 Marina Boulevard, #05-01 Marina Bay Financial Centre Tower 1, Singapore 018981 |
Contact | 65 6338 1888 |
Opening Hours | Weekdays: 9am – 6pm |
Law Firm |
Prolegis LLC |
Speciality |
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Website | https://www.pro-legis.com/ |
Address | 50 Raffles Place, #24-01, Singapore Land Tower, Singapore 048623 |
Contact | Tel: +65 6812 1350
Email: office@pro-legis.com |
Law Firm |
Harry Elias Partnership LLP
|
Speciality |
|
Website | https://www.harryelias.com/people |
Address | 4 Shenton Way, #17-01 SGX Centre, Singapore 068807 |
Contact | 65 6535 0550
enquiries@harryelias.com |
Opening Hours | Weekdays: 9am – 6pm |
Law Firm |
Virtus Law LLP |
Speciality |
|
Website | https://www.virtus-law.com/ |
Address | 1 Raffles Place #18-61 Tower 2, Singapore 048616 |
Contact | 65 6737 1234 |
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