Wearable Tech vs Privacy

The essays for Semester 2 are done and uploaded; I then went for a much-needed holiday in the South of England and Spain with several friends I hadn’t seen in a while.

Now it’s back to Edinburgh and to the final bit of writing. To be precise, ten thousand words on wearable technology and implications for privacy.

This will be a culmination of the knowledge acquired in the past six months. I came to Edinburgh with a vague understanding of what technology means for law and for society; now I have a much fuller appreciation of the intersection.

I did not expect to become so deeply interested in privacy and personal data issues; these are turning out to be ever more relevant to our gadget-hungry society. As gadgets become more widely adopted while being linked to the Internet, there will be ever more implications for how people react to and transact in their personal data – oftentimes without a full understanding of what they are giving away.

I’m really excited to be writing about this in the next two months! My supervisor feels likewise  – she thought this would make a great PhD dissertation. But I’ve had enough of academia for now.

Really looking forward to finishing up and putting all this new knowledge to good use in Singapore.

Classes end, writing starts.

The very last class of the second semester ended on Friday. The students are left to our own devices now – it’s essay writing season, and after that, dissertation planning and writing. As I’ve been telling a few people, I will be writing a good 24,000 words at least, by August!

The programme has been amazing and thought-provoking. I expected to learn more about the law-  I didn’t expect to be able to learn new ways of analysis and to look critically at the way of life we take for granted in Singapore. Critical analysis is not a bad thing by itself. However it’s quite a jolt to your senses when you realise how complacent you have been, living within the system for so long.

I’ve made some great friends too, and I’ll really miss looking forward to lively debates in class during the week.

Starting end-April, I’ll travel some more within the UK and Europe with some good friends (you know who you are!). Perhaps to the east coast of the US as well, before finally returning to Asia.

Cyber Risk conference (Part I)

Today I attended a cyber-risk conference at Edinburgh Napier University. The speakers came from industry, a diverse mix of financial institutions, law enforcement and service providers.

Unsurprisingly, Edward Snowden and the relevations on surveillance made by his release of documents was the topic of the day. The attitude of the day was that surveillance is now to be an assumed state for any information that is online.

Several speakers also spoke about the issue of trust. On the one hand, consumers may have too much trust in the tools which they use to navigate the online environment.

One speaker from the cybersecurity team of the Royal Bank of Scotland highlighted that bank customers have a duty to use the online banking platform in a secure manner. So, for example, if a user has money taken from his account because he used a malware-infected computer to access internet banking, the bank cannot be held liable.

Unfortunately not all users are aware that they are responsible for their own security, or read the fine print about their obligations when using online services.

It’s still user beware out on the Big Bad Web.

The presentation by the Scottish Police on their cybercrime unit has me curious on what the Singapore Police is doing in this area. I’ll do a little research and report back in Part II.

PS: laypersons (i.e. non-legally trained) really should not mis-use the term “intellectual property” to refer to corporate information. Almost every speaker today has referred to “intellectual property theft” as a form of cybercrime.

Unfortunately this conflation is going to confuse public perceptions of intellectual property protection, because it is now associated with valuable corporate assets, instead of the monopoly right granted over a variety of intangible creations for any number of reasons and durations.

Angel Investment Templates (Debt and Equity)

As promised, an update on my joint project with Bernard Leong. Our official press release below; links to the documents proper to follow shortly.

Open-Source Angel Investment Templates

The entrepreneurial ecosystem in Singapore has grown rapidly. We see the emergence of accelerators such as JFDI.Asia and Silicon Straits, strong concentration of startups within the iconic Block 71 and large exit activity such as Viki’s US$200M to Rakuten. While a local startup typically starts with Singapore as its initial market and expands to the rest of the world, many entrepreneurs from overseas have also come to set up shop here, either to set up a local entity to attract investment or to use their Singapore base as a gateway to markets in the rest of Southeast Asia.

One interesting trend is that local investors are also starting to invest into the outer rims of Southeast Asia where promising emerging markets of Vietnam, Thailand, Philippines and Indonesia are taking shape. There is growing interest in angel investing as many firms and individuals see technology startups as a promising asset class with high potential rate of return (ROI).

With a flurry of entrepreneurial activity, most entrepreneurs as well as angel investors face immediate challenges regarding the contractual process. Most entrepreneurs are technically trained, and struggle with the lack of legal knowledge to structure the control and the economics of the investment. Not many startups can afford the legal fees required to draft and negotiate investment contracts. This puts founders at a disadvantage.

With a poor legal foundation, we have also seen how a startup starting off with a bad term sheet with investors ended in grief when their companies are swallowed by vulture type investors seeking a quick flip instead of value creation.

The same problem may also affect individual angel investors who are new to the game. Their lack of understanding of basic term sheet clauses and due diligence also cost them when their investments are diluted by later rounds of financing.

On both sides of the game, there also seems to be a lack of understanding of basic share structure upon incorporation. Sometimes, parties attempt to copy term sheets from other deals which they may not fully understand, and which is unsuitable for the individual situation. This creates a bigger mess because of the difference in jurisdiction & legal structure between US and Singapore. They ended up spending more money on legal tussles when the process could have started simpler.

In view of these hurdles facing founders and investors, we decided to follow the spirit of what Y-Combinator did years ago: launching a set of open source term sheets and share transfer documents. While every startup has their own unique history and every angel investor has their own whims as shareholders, our starting point is that these investment templates are entrepreneur-friendly.

The aim of this open-source project is to facilitate angel funding in Singapore for both startups and angel investors. At the same time, we hope to provide a set of documents to help overseas entrepreneurs from other parts of the world, which incorporate in Singapore with the aim to receive financing from Singapore investors. We have seen many of such requests and hence, we decide to build our solution for both purposes.

In our experience, angel investors are by default friendly to entrepreneurs, already known to the founders, and are focused on the company’s eventual success. They are vital to funding young, promising companies through the Valley of Death. Knowing this, entrepreneurs should not exploit these templates such that it compromises the rights of the investor and the investment.

We are distributing two sets of documents, one for debt and one for equity funding under Singapore law:

  1. Convertible Loan: a term sheet (for convertible loans), with a convertible loan investment agreement
  2. Share Purchase and Shareholders’ agreement: a share purchase agreement, an accompanying resolution for the company to issue new shares, and a shareholders’ agreement.

The efforts behind this work are from Huifen Zheng, a corporate counsel and Bernard Leong, an experienced early stage investor and entrepreneur. The inspiration for this project comes from their experience in mentoring the teams in JFDI and guiding entrepreneurs who come from all over the world. We also acknowledge Juanita Sabapathy from Kolibri for sharing the share purchase template and we have made changes to the document such that it is general for use.

Links here

For the document download links:
Convertible Loans: http://blcw.me/1cAlxnZ
Share Purchase Agreement:http://blcw.me/1fbc2gG
Shareholders Agreement: http://blcw.me/1cwSWUw

The Scribd formats can be viewed here:
Convertible Loan Agreement: http://blcw.me/16yEhn1
Share Purchase Agreement: http://blcw.me/16yEdUm
Shareholders Agreement: http://blcw.me/16yEjez

Like any start-up, these documents are in their first version and we would update them regularly and also provide more in depth details on the structure as we move along. We hope that the community can help us to improve the documents such that it can become a standard for the entrepreneurial community here in Singapore.

Disclaimer: The templates are free for use, however the authors cannot be responsible for the consequences of use. Startups and investors alike should read and understand the templates and determine the suitability for their particular situation. If in doubt, you should consult professional advisors. The authors welcome questions and comments to improve the templates but we are not able to consult for free as we have our day jobs.

About the authors:

Huifen Zheng (@AICalico) is a Singapore-qualified lawyer and has been a technology/ R&D corporate counsel for several years. She is now a LLM candidate at the University of Edinburgh, specializing in the law of technology and innovation. Huifen writes about technology and law at aicalico.com.

Dr Bernard Leong (@bleongcw) is an angel investor and former co-founder of SGE.io acquired by Tech In Asia recently. He has invested in iHipo (acquired by PotentialPark), Padlet (who is now with Y-Combinator) and Lunch Actually. He also serves as an entrepreneur in residence for INSEAD Business School. Bernard writes about technology, media and entrepreneurship at bernardleong.com

yohoho and a bottle of rum

… or not.

The UK High Court has ordered internet service providers (ISPs) to block several websites which have been alleged infringing copyright by hosting or enabling download of pirated material. This is the latest in a string of similar court orders issued in the UK over the past three years. The Pirate Bay was also previously ordered to be blocked.

The dance between rightsholders, pirating sites and ISPs continue. There is some evidence that blocking these sites does not affect downloading, and no evidence that blocking these sites will directly benefit the revenue of rightsholders. On the contrary, studies have shown that users who access pirated material are also more likely to pay (although providers of entertainment content aren’t convinced).

In the UK, the Digital Economy Act remains on the statute books. The most controversial provisions require ISPs to respond to requests by rightsholders to block those internet subscribers who use their accounts to infringe copyright i.e. users to upload/download pirated material. However, this is still pending a formal regulatory code to come into being, so enforcement has been suspended until 2015.

In France, a similar statute was recently abolished, due to unpopularity.

Similar stories are probably playing out worldwide, as rightsholders perceive a loss in revenue from copyright infringement via the internet, and lobby governments to get “tough on pirates”. I doubt that the “war on piracy” is any more easy to win than the “war on drugs” or the “war on terror”. For one, public opinion is not on the side of the big entertainment firms. And constant innovation will mean that users will simply work around blocking mechanisms, even if it is illegal to circumvent such mechanisms. And it is indeed illegal in the UK (Copyright, Designs and Patents Act) and the US (Digital Millenium Copyright Act).

This presents a great opportunity for any firm which can disrupt the way which content is legitimately, conveniently and quickly provided to users, while at the same time rewarding the artist (note that I say “artist” and not “record label”). Spotify, Netflix et al, are valiantly filling the gap, but how can content be made ever more easily accessible? There are many ways to plug the gap – time-shifting, format-shifting.

Another way to engage the paying audience  would be to create the value-add for users. This can be in the form of outreach to one’s fans, selling merchandise, live gigs – more of what the indie bands are already doing. Personally, I wouldn’t always pay for recordings, but I do love the experience of live music in an acoustically balanced venue – appreciating the magic of music being made in the presence of the artist.

Meanwhile, lawyers such as myself grapple with questions like “is the law now redundant as a behavioural restraint”? See Prof Lawrence Lessig’s work. I suspect the answer is a negative – will update in due time after finishing  the research for the term paper. ;)

Thanks to Hugh and Meng over at jfdi, who prompted this essay and provided some fodder.

Open Science

Today I attended a talk by Prof Geoffrey Boulton regarding the push for scientific data to be more widely accessible.

According to Prof Boulton, scientific research can definitely benefit if there is a wider sharing of data, allowing access by fellow scientists and laypeople alike.

There are many instances of journal publications which are wrong but not retracted due to the reluctance of the publisher to do so. This seems to be an increasing problem and has been reported in the Guardian and (more recently) the Economist. Prof Boulton pointed out that errors in results and in methods are more discoverable, if the investigators also made the metadata of the study available.

However, the question would be what constitutes “open access” and how to make it useful to as wide an audience as possible?

What also interested me was the highlight of what he referred to as “legitimate corporate interests” wanting to keep research data private in order to monetise the results.

It reminded me of my time with A*STAR, where joint collaboration with industry was viewed as the best sort of project to do – more practical (and profitable) than basic research.

In fact the Singapore government changed the research funding model a few years ago, to encourage scientists to collaborate with industry. This caused the departure of some eminent scientists whom Singapore had wooed to our shores.

Then there is the issue of intellectual property rights, research ethics, privacy (of participants in clinical studies for example). And let’s not even go into how institutes will physically manage the storage of petabyes of data.

I’m all for open access and citizen science. Everyone (regardless of education level) should have the chance to understand the research which is affecting our lives and how we perceive the world, and participate in the process.

PS A neat example of citizen science here, by UK Cancer Research. A few minutes of your time to easily contribute to cancer research.

Back again

I took a hiatus while moving to Edinburgh, settling in and getting used to being a full-time student, at Masters level, in a new city and climate.

However I have not been idle on the non-academic side – have been busy collaborating with a good friend on open-source investment templates for startups – full details to be announced.

Expect to see more on this space soon!


IP Week @ SG – career fair (part 2)

Out of sheer curiosity, I went to the IP Week @ SG career fair. I am glad that I did!

There was a noticeably thin crowd at the venue – an old friend I bumped into there (more later) disclosed that there had been very little publicity regarding the career fair.

Two factors made the trip worthwhile:

1. I caught up with said friend, who has been MIA and I’m pleased to say that he now has a fascinating new job with Big MNC, responsible for trade and innovation policies. He thought my upcoming LLM would be relevant to the portfolio of his team, and asked me to write after graduating. Yay!

2. More importantly, I found out about that the Intellectual Property Office of Singapore (“IPOS”) has a new widget for recommending careers in various aspects of intellectual property. Go play with it, it certainly showed me many more possible roles in the eco-system than I previously thought.

IP Week @ SG – not so exciting

I was really looking forward to the the IP Week @ SG, in particular its career fair for which I had registered weeks in advance.

So it was with some disappointment that I noted the the anemic list of participating employers – not quite the top-notch list of organisations which one expects at an event of this caliber (strongly supported by the SG government, etc etc).

I hope employment prospects for IP practitioners will improve with the ambition to promote Singapore as an IP Hub (opens to a PDF).

Academia once more

A chronicle of my interests in law, technology, cyberspace and IT startups.

About me: a Singapore qualified lawyer, I worked for several years in the R&D/ technology sector in Singapore, experiencing both the public and private sector. (Sometimes negotiating against former colleagues…)

In 2013 I am back in academia, studying the intersection between technology and law.

Until Aug 2014, I am a masters student at the law school of the University of Edinburgh.

Charles Stross’ Accelerando was the catalyst. Find a free copy here.