Companies Act (Cap. 50): Primary legislation governing corporate entities in Singapore, crucial for business acquisitions and corporate restructuring
Common Law Contract Principles: Fundamental principles of contract law that govern the formation and enforcement of the LOI
Competition Act (Cap. 50B): Regulates market competition and may require mandatory notifications for mergers and acquisitions above certain thresholds
Securities and Futures Act (Cap. 289): Relevant if the target company is listed, governing securities trading and market conduct
Singapore Code on Take-overs and Mergers: Regulates corporate takeovers and mergers, particularly relevant for listed companies
SGX Listing Rules: Compliance requirements for listed companies, including disclosure obligations during M&A
Employment Act (Cap. 91): Governs employment relationships and worker rights during business transfers
Employment of Foreign Manpower Act: Regulates foreign workforce matters which may be affected by the business acquisition
Personal Data Protection Act 2012: Governs the collection, use, and disclosure of personal data during due diligence and business transfer
Land Titles Act: Relevant if the acquisition involves real property assets
Property Tax Act: Tax implications for property transfers in business acquisitions
Patents Act: Protection and transfer of patent rights in business acquisitions
Trade Marks Act: Protection and transfer of trademark rights in business acquisitions
Copyright Act: Protection and transfer of copyright in business acquisitions
LOI Non-Binding Provisions: Key sections of the LOI that express preliminary intent without creating legal obligations
LOI Binding Provisions: Specific sections that are intended to be legally binding, such as confidentiality and exclusivity
Due Diligence Framework: Structure for investigation of target company's business, assets, and liabilities
Transaction Structure: Proposed framework for the acquisition, including asset or share purchase considerations
Conditions Precedent: Prerequisites that must be satisfied before proceeding with the final transaction
Break Fee Provisions: Terms governing compensation if either party withdraws from the transaction
