Abstract:
Given the evolution of the division of powers between the board and general meeting over the years and devolution of significant management powers to the board, the Singapore Court of Appeal has, in Chan Siew Lee v TYC Investment Pte Ltd [2015] 5 SLR 409, declared its opinion on the doctrine of reserve management powers for the general meeting. It would appear from the decision that the issue of the general meeting’s reserve management powers is effected through implication of the power on the basis of necessity. The Court of Appeal has provided guidance on how necessity is to be ascertained and new insights on the nature of the statutory contract.