Andy and Ben graduated from university two years ago. After doing some research, the two friends proceeded to incorporate a private limited company called Smoove Pte Ltd (SPL) to start a line of skin care products using bee actives such as honey and propolis in its formulas. Andy and Ben became shareholders and directors of SPL. As directors of SPL, Andy and Ben approached Ready Bank (RB) to borrow $200,000 to fund the business, the amount to be repaid one year later. SPL also entered into a contract with Equipment Pte Ltd (EPL) to lease some equipment at the price of $20,000 per month. After 12 months in business, SPL was not doing well financially and was unable to make repayment under their loan agreement with RB. SPL was also owing EPL an amount of $80,000.

Required:

(a) Explain how the doctrine of separate legal personality and the various effects of incorporation of a company applies to SPL.

(b) Explain the term lifting of the corporate veil and discuss TWO (2) possible situations where Andy and Ben may be personally liable for the liabilities of their company; and whether in this case there was any personal liability for Andy and Ben with regards to the loan agreement and lease agreement.

Please support your answers with case law and legislation where relevant.