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Legal Documentation

Terms & Conditions

These terms govern the engagement between Temasek Counsel and clients seeking corporate legal services in Singapore.

Effective Date: 10 February 2026  |  Last Updated: 10 February 2026

1. Definitions

The following terms carry the meanings assigned to them throughout this document:

  • "Agreement" — these Terms and Conditions together with any engagement letter or service scope agreed between the parties.
  • "We", "Us", "Our" — Temasek Counsel, a legal services practice located at 1 Raffles Place, #28-05, One Raffles Place, Singapore 048616.
  • "Client", "You", "User" — any individual, company, or entity that engages or communicates with Temasek Counsel for the purpose of obtaining legal services.
  • "Service" — any legal or advisory service offered by Temasek Counsel, including company incorporation, shareholders' agreement drafting, and corporate restructuring advisory.
  • "Content" — any documents, forms, agreements, communications, or materials prepared or shared in connection with the Services.
  • "ACRA" — the Accounting and Corporate Regulatory Authority of Singapore.
  • "Working Days" — Monday to Friday, excluding Singapore public holidays.

2. Acceptance of Terms

By engaging our Services, submitting an enquiry through our contact form, or otherwise requesting legal assistance from Temasek Counsel, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.

You must be at least 18 years of age and possess the legal capacity to enter into binding agreements under Singapore law. Where you act on behalf of a company or other legal entity, you represent that you are authorised to bind that entity.

If you do not agree with any part of these terms, you should refrain from engaging our Services and contact us to discuss your concerns before proceeding.

3. Service Description

Temasek Counsel offers corporate legal services principally in Singapore, including but not limited to:

  • Company incorporation and registration with ACRA
  • Shareholders' agreement preparation and review
  • Corporate restructuring advisory and documentation

The specific scope of each engagement is defined at the outset and may be confirmed in writing via an engagement letter or service summary. Services are subject to availability and professional capacity. We reserve the right to decline engagements where conflicts of interest exist or where the matter falls outside our practice areas.

Our Services are directed at clients with a nexus to Singapore. Clients with cross-border requirements are advised to seek concurrent advice in relevant jurisdictions.

4. User Responsibilities

Clients are expected to:

  • Provide accurate, complete, and timely information as requested
  • Respond to communications within a reasonable period to avoid delays
  • Notify us promptly of any changes to information previously provided
  • Not provide false, misleading, or fraudulent instructions or documentation
  • Comply with all applicable Singapore laws and regulatory requirements
  • Keep confidential any documents, strategies, or advice shared by Temasek Counsel

The following activities are expressly prohibited:

  • Using our Services in connection with any activity that contravenes Singapore law
  • Misrepresenting your identity, authority, or the nature of a transaction
  • Providing instructions intended to facilitate fraudulent or deceptive conduct
  • Reproducing or distributing our proprietary documents without written consent

5. Intellectual Property

All precedents, templates, methodologies, and documentation frameworks developed by Temasek Counsel remain our intellectual property. Upon full payment of fees, clients are granted a non-exclusive, non-transferable licence to use the documents prepared for them solely in connection with the engagement for which they were created.

Clients may not reproduce, adapt, or distribute our documents for commercial purposes without express written consent. Any feedback or suggestions provided to us may be used to improve our services without obligation to the client.

Content on our website, including text, layout, and design, is proprietary to Temasek Counsel and may not be copied or adapted without permission.

6. Payment Terms

Our fees are quoted in Singapore Dollars (SGD) and are inclusive of goods and services tax (GST) where applicable, or will state if GST is additional. Current indicative fees are:

Service Fee (SGD)
Company Incorporation & Registration S$180
Shareholders' Agreement Drafting S$390
Corporate Restructuring Advisory S$680

Fees are payable prior to commencement of work unless otherwise agreed in writing. Payment may be made by bank transfer, PayNow, or such other methods as we communicate to you. Additional disbursements (e.g., ACRA filing fees, notarisation costs) are billed at cost and are separate from the quoted service fee.

Should the scope of an engagement change materially during the process, we will advise you of any fee adjustment before proceeding further.

Refunds are considered on a case-by-case basis where work has not yet commenced. Once substantive work has been performed, fees are non-refundable in relation to that completed portion.

7. Service-Specific Terms

Company Incorporation & Registration

Timelines for incorporation are subject to ACRA processing periods, which are outside our control. We will advise on realistic timeframes based on current ACRA turnaround. The three-month post-incorporation advisory period commences from the date ACRA issues the registration confirmation.

Shareholders' Agreement Drafting

The service includes up to two revision rounds following the initial draft. Additional rounds of revision, where requested, may be quoted separately. The agreement is prepared based on information provided by the client and does not constitute a substitute for independent legal review by each party.

Corporate Restructuring Advisory

Restructuring advisory is provided on the basis of information made available to us. We do not guarantee regulatory approval or specific tax outcomes, as these are determined by the relevant authorities. Liaison with government bodies is conducted on a best-efforts basis, and timelines may vary.

8. Disclaimers

Our Services are provided in good faith and with professional care. However, we do not warrant that any specific commercial, regulatory, or tax outcome will result from engagement of our Services. Legal outcomes depend on many factors, including decisions made by third-party authorities, and are not within our control.

Information provided on our website is for general informational purposes only and does not constitute legal advice. It should not be relied upon as a substitute for a proper legal consultation tailored to your specific circumstances.

We are not responsible for inaccuracies arising from incomplete or incorrect information supplied by clients.

9. Limitation of Liability

To the extent permitted by Singapore law, our total liability for any claim arising from or in connection with the Services shall not exceed the fees paid by the client for the specific service to which the claim relates.

We are not liable for indirect, consequential, or incidental losses, including but not limited to loss of business opportunity, loss of profit, or reputational damage, howsoever arising.

Nothing in these terms limits liability for fraud, wilful misconduct, or any other matter that cannot be excluded under applicable law.

10. Indemnification

Clients agree to indemnify and hold Temasek Counsel harmless from any claims, losses, or expenses (including reasonable legal costs) arising from: (a) breach of these Terms by the client; (b) false, incomplete, or misleading information provided by the client; or (c) any unlawful activity connected with the engagement. This obligation survives termination of the Agreement.

11. Termination

Either party may terminate an engagement by written notice. Where work is in progress, we will advise on the status of the matter and what has been completed. Fees for completed work remain payable regardless of termination.

We may suspend or terminate our Services without notice where: (a) a conflict of interest arises that cannot be resolved; (b) the client provides false information; or (c) the engagement would require us to act contrary to applicable professional rules or Singapore law.

On termination, any confidentiality obligations and provisions relating to intellectual property and limitation of liability continue to apply.

12. Dispute Resolution

These Terms and any disputes arising from them are governed by the laws of Singapore. The parties agree to the exclusive jurisdiction of the Singapore courts.

In the event of a dispute, both parties agree to first attempt informal resolution by communicating in good faith. If the matter cannot be resolved within 30 days, either party may refer the dispute to mediation through the Singapore Mediation Centre before commencing formal proceedings.

Nothing prevents either party from seeking urgent injunctive or interim relief from the courts where necessary to protect its interests.

13. General Provisions

  • Entire Agreement: These terms, together with any engagement letter, constitute the full agreement between the parties and supersede all prior communications on the same subject.
  • Severability: If any provision is found to be unenforceable, the remaining provisions continue in full effect.
  • Waiver: Failure to enforce any provision at a particular time does not waive the right to enforce it subsequently.
  • Assignment: Clients may not assign their rights or obligations under these terms without our written consent. We may assign our obligations to an affiliate or successor practice with notice to the client.
  • Notices: All formal notices should be addressed in writing to the contact details provided in these terms or in the relevant engagement letter.

14. Changes to Terms

We may update these Terms from time to time to reflect changes in our practice, applicable law, or regulatory requirements. Material changes will be communicated via our website or directly to clients with active engagements.

Continued engagement of our Services following notification of an update constitutes acceptance of the revised terms. The "Last Updated" date at the top of this page reflects when the most recent changes were made.