Governance documents written by lawyers who see what happens without them.

Why do you need an anti-bribery and corruption policy? The Prevention of Corruption Act 1960 applies to bribery in the private sector as well as the public sector, and CPIB investigates both. Singapore has no statutory "failure to prevent" offence, but companies can still be prosecuted, and a company with no policy has nothing to show that it took preventive steps. It is best practice.

What we provide: Practical rules on gifts, hospitality, agents and intermediaries, including PRC business customs, written by a criminal-defence lawyer.

• Policy
• Gifts and hospitality register
• Third-party due diligence questionnaire (English / 中文)

Why do you need a conflict of interest policy? Directors must disclose their interests in company transactions (Companies Act 1967, section 156) and act honestly and with reasonable diligence (section 157). These duties apply whether or not you have a policy. The policy and annual declarations are what let a director prove, years later, that a conflict was disclosed at the time.

• Policy and annual declaration form

Register of registrable controllers. Companies Act Part 11A (mandatory), coordinated with your corporate secretary.

Governance policies exist because the underlying duties already do. Directors must act honestly and use reasonable diligence (Companies Act 1967, section 157) and disclose their interests (section 156). The consequences sharpened on 6 May 2026, when the Corporate and Accounting Laws (Amendment) Act 2025 raised the maximum fine under section 157 from S$5,000 to S$20,000, alongside up to 12 months' imprisonment and possible disqualification. The Prevention of Corruption Act 1960 criminalises bribery in both the public and private sectors, with penalties of up to S$100,000, 5 years' imprisonment, or both, rising to 7 years where a government contract or public body is involved (section 7). Tips detect 43% of occupational fraud, more than three times the next most common method (ACFE, Occupational Fraud 2024). A tip only arrives if staff have somewhere safe to send it.

Without a reporting channel, fraud runs longer, and the board may first hear of it from CPIB, the CAD or a journalist. Without an ABC policy there is no documented line between hospitality and a bribe, which leaves employees exposed and the company unable to show it took preventive steps. Singapore has no statutory "failure to prevent" offence, but absent controls count against a company in any sentencing or settlement discussion. Directors carry the sharpest personal exposure: breach of section 157 is both a civil wrong and a criminal offence, and an undisclosed conflict can void transactions and found oppression claims. When a transaction is questioned years later, what protects a director is the conflict declaration made at the time. A company that never collected them has nothing to point to.

For SGX aspirants the policies are effectively mandatory. Issuers must maintain a whistleblowing policy with independent oversight (Mainboard Rule 1207(18A)–(18B); Catalist Rule 1204(18A)–(18B)), and the gaps surface at the worst moments: pre-IPO due diligence, tender qualification, D&O underwriting. The same logic applies in regulated sectors: charities and IPCs declare their governance practices annually under the Code of Governance for Charities and IPCs, and MAS-regulated financial institutions are expected to evidence conduct and accountability frameworks. On the horizon: further tranches of the Corporate and Accounting Laws (Amendment) Act 2025 are still to be brought into force, and the Corporate Governance Advisory Committee is reviewing the Code of Corporate Governance 2018, including board oversight of emerging risks such as AI.

These policies describe what happens when things go wrong, so they should be written by someone who has watched that happen. Ours are drafted by a litigator and Certified Fraud Examiner with a criminal-defence background. The whistleblowing policy comes with a working investigation protocol and an escalation route that bypasses implicated management. The ABC policy has usable rules on gifts, agents and intermediaries, including PRC business customs, in English and Mandarin.

A bought template cannot tell you whether your gift thresholds make sense for your industry, whether your audit committee structure satisfies the SGX rules, or how your conflicts process sits with your shareholders' agreement. We advise on those questions as legal advice, which may be privileged, and we align the policies with your constitution, contracts and board practice.

If the framework is tested, whether by a whistleblowing report, a CPIB call or a questioned director's dealing, the same firm can run a privileged investigation and act in your defence. That continuity is the reason to have a law firm draft the documents in the first place.