TSMP joint managing partner Thio Shen Yi, SC was quoted extensively in an article published in the 31 December 2018 edition of the Edge Singapore, on the issues minority investors had faced in 2018 and the developments to look out for in 2019.

On the legal threats against minority investors, he said: “That is the sort of development that chills minority shareholder speech, and discourages them from asking difficult questions. How many minority shareholders have the ability to frame their queries in a way which is defamation proof?  They aren’t legally trained. And how many have the resources to take on a listed company?”

On whether companies will continue to be litigious in 2019, he said: “The problem with a lawsuit is that once that happens, everyone shuts up and withholds all comment on the basis on ongoing legal proceedings.  That is antithetical to an informed and transparent market.  There is something to be said in fighting it out in the court of public opinion.”

On the recent proposed changes to delisting rules by SGX RegCo, he said: “The proposed changes are fair and balanced.  Of course, the minority is still at the mercy of the majority controlling shareholder if that shareholder is not the one making the offer.  But of course, minority rights cannot go as far as being at the expense of legitimate majority shareholding rights.”

On the pros and cons of dual class structured companies, he said: “If you are a minority shareholder investing in a company with a DCS structure, then you should look at it purely as an investment, and a passive one at that.  You have next to no ability to influence events or outcomes.”

On his wistlist for minority shareholder rights, he said: “Minority shareholders would benefit from being able to commence class actions.  The reason is that each minority shareholder may not have a sufficient large claim or grievance against the company as an individual.  But, on aggregate, their collective claims are worth pursuing and carry weight.”

The story may be found here (The Edge paywall).