That conflict between a people serving MP and a lawyer for financial interest

Singapore’s Members of Parliament (MP) are elected by Singaporeans to represent their best interest in Parliament and formulate policies for the betterment of its people. Said to be the elites of the country, MPs are often touted to be exceptional individuals who are empathic and show care for the common people, whom many in the region hope their politicians would emulate after.

But at the same time, although MPs are paid a considerable amount of money as allowance, most of them keep their day job. While the idea of a part-time MP may not seem to be an issue for voters, but at times, this arrangement puts the MP in questionable conflict of interest and ethics.

Mr Vikram Nair, the Member of Parliament for Sembawang GRC and a partner at Rajah and Tann LLP, spoke proudly in Parliament during the debate on Ministerial Salaries about the sense of fulfilment that he gets from making people’s lives better.

He said, “Mr Speaker, serving as a Member of Parliament is indeed an honour. I was nervous when I first ran for elections because I recognised it was a heavy responsibility. The job was certainly not easy, but the sense of fulfilment one gets from making people’s lives better is more than anything money can afford to buy. I am humbled and touched each time a resident comes over to say “thank you” or expresses appreciation for what our team members have done for them.”

However, this sense of responsibility to the common people seems to be in contestation with the sense of obligation towards a paying client.

A series of leaked emails were posted onto a WordPress site and was forwarded to The Online Citizen (TOC). The emails contained conversations between Mr Nair and his Client, Mr Ong Han Boon,  Mr Andy Ong and others.

When TOC was informed of the leaked emails in August, we wrote to Mr Nair on 5 Aug, asking if he could confirm that the emails were indeed sent by him. Till today there has been no reply from him.

But through sources from shareholders, we got to know that Mr Nair as the lawyer for Mr Ong Han Boon and Mr Any Ong, applied for a court injunction to prohibit  the distribution of the  emails, indicating that the emails are indeed from Mr Nair.  However, the Judge rejected the application on the basis that the emails have already been widely spread and therefore would be meaningless to grant the injunction.

Panicking shareholders seek to protect their investments

The case surrounds the sale of a hotel, “Big Hotel” that had been sold at $203 million in mid-September 2015, whereby shareholders claimed that they were not informed of the sale by Mr Ong Han Boon and Mr Andy Ong till they found out by themselves. Mr Ong Han Boon and Mr Andy Ong then claimed that the sale was on-going. After that, shareholders were informed that hotel sales would be completed in December 2015. Despite many promises, shareholders also could not obtain audited accounts from Mr Ong Han Boon and Mr Andy Ong.

Two investors — Mr Ho Shun Yau, 67, and Mr Yap Chew Loong, 62, anticipating that hotel sales completion was imminent, when the sales proceeds would come in, successfully filed a  court injunction to place $100 million in escrow, citing risks that the sales proceeds could be  immediately dissipated upon receipt

Subsequent to the successful Injunction, after much efforts, over 250  shareholders of Big Hotel managed to receive $0.51 per share dividends, leaving $79.6 million in escrow . However, shareholders still faced extreme difficulties in getting agreements with the ERC Unicampus Pte Ltd, to release the remaining of the sales proceeds because of large amount of purported related party transactions which could not be verified.

While Mr Ong Han Boon and Mr Andy Ong had said that he would pay out the proceeds of the hotel sale. Mr Yap, in court papers, said that there were indications that ERC Holdings, a private investment company founded by Ong, intends to apply the proceeds to its investments overseas, including a hotel in Vietnam, which would make it “extremely difficult, if not impossible, to recover these proceeds retroactively.”

Which is likely to be the case; as records in ACRA show that 16 related companies with ERC Holdings Pte Ltd, all have the same problem of breaching the Company Acts by not filing annual returns. This means that the shareholders had been deprived of their basic rights to review audited accounts to be laid at Annual General Meetings.

Questionable ethics of legal advice

Mr Nair in his emails to his clients, Mr Ong Han Boon and Mr Andy Ong, advised tactics, such as preventing the  legal actions taken  to change directors for SPVs (Special Purpose Vehicles, or companies set up specially for investment purposes) and other preemptive measures for the shareholders to protect their rights.

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Furthermore, he also suggested to Mr Ong Han Boon and Mr Andy Ong to sue Mr Yap and other shareholders — who have raised legitimate concerns about the lack of audited accounts — with contrived charges of conspiracy. He wrote, “It is a big move, but probably the only way to mount a counter-offensive against their takeover attempt and make the process painful and embarrassing for the key parties.”

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Suggestion by Mr Nair to his client.

In a subsequent letter to his client, Mr Nair suggested to his client to drag the case out so that the shareholders “will be forced to take the stand if they do not act reasonably to resolve matter.”

TOC understands that when these emails were shown to the shareholders, they were deeply troubled and angered by the revelation that Mr Nair was advising his client to use tactics upon the shareholders to pressure them to give up their rights, instead of amicably resolving the matter.

As the monies involved were means of survival for many shareholders such as one who had 2 strokes and had three kids who were still schooling, some shareholders were said to have approached Mr Nair in his capacity as a MP, asking him for assistance on the matter as the monies invested are of their life savings and retirement funds. In response to their pleas, Mr Nair said that he was not in a position to help as he acts for his client.

While no one is to judge Mr Nair as a lawyer using such tactics to achieve a favourable result for his client, but one has to consider the fact that this person is also an elected Member of Parliament acting for the best interest of Singaporeans with ethical consideration.

TOC understands that a complaint will be sent to Law Society about the conduct of Mr Nair on this matter.

Mr Nair’s advice to be sent out to shareholders
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