Navigating public–private collaboration in Singapore’s health tech and life sciences landscape

Singapore has seen the rise in public-private collaborations where public institutions provide some level of support and funding to private start-up entities to help jumpstart their journey.

It can be challenging for a private start-up entity to operate in a country with limited resources, limited investment funding, and limited ability to compete with entities in much larger countries with a bigger market.

This is especially so when we view this in light of the biotech, pharmaceutical, and health tech industries where there is no guarantee on the success of clinical trials and failure in such trials could in some instances mean the death of the entities.

In order to level the playing field, Singapore has seen the rise in public-private collaborations where public institutions provide some level of support and funding to private start-up entities to help jumpstart their journey. However, given that public support does utilise public funding, often there are restrictions to how the funding can be utilised prior to, during, and post-grant of the funding.

Such restrictions, if not appreciated, can give rise to potential challenges to the public-private collaborations.

Whilst we will not be able to explore all the ways to truly navigate the complexity of such relationships, we will, hopefully through this article, explore this complexity and help private entities better understand the rationale behind certain clauses that are proposed.

Appreciating the rationale can be an important first step to finding solutions to cope with them. Public-private collaborations will likely continue to increase and accelerate in an economy like Singapore and yet the success of such collaborations lie very much in understanding the rationale behind some of the difficult conversations between public and private entities.

Funding matters – funding structures and lengthy bureaucratic processes 
One of the distinguishing factors between a public-private collaboration and a private-private collaboration is the source of the funding and resources that are being contributed by the public entity. The funding from a public entity is likely to be derived from public sources and accordingly, there will be greater scrutiny in relation to the disbursement process of the funds as well as oversight over the manner in which the funds will be used.

The review of such funding can take place at every stage of the funds disbursement process from pre-disbursement, during disbursement and post-disbursement. The scrutiny over the different stages of the process can take the form of having more detailed and specific line item descriptions of the usage of the funds, a catch-all clause that allows any reasonable scope of work not already described to be included in the initial funding stage, so that there cannot be further request for funds or strict reimbursement model where funds are not dispensed until at the later stage once work products, or clinical results, can be demonstrated. This can often lead to out-of-pocket by the private entities or longer payment process for funds to be made.

When both are interested in the intellectual property rights and the data generated 
In the same vein, given that there is public funding involved, there may be public policy considerations around the ownership rights and right to use the intellectual property that arise from the development of a pharmaceutical, medtech, or biotech product.

As there is a public entity involved, the development of the product cannot strictly be driven by pure economic benefits without considerations for the potential value of the intellectual property rights that may be utilised for a greater public benefit.

Such public policy considerations can include facilitating further research and development for a specific disease or medical product. It could also mean permitting the further development and manufacture of the product at a favorable price, should there be a need for nationwide use of the product.

Alternatively, the use of the intellectual property rights developed from the collaboration may serve a particular industry better, and as a result, the private entity may be denied any exclusivity

The same can be said of the data that is collected and developed from the collaboration. In most cases, the clinical data collected and processed even from the failure of the clinical trials can serve as important data that the public entity may have a use for.

As such, similar to the ownership rights and right to use relating to intellectual property arising from the collaboration, there may either be a request for extensive rights over such data or restrictions to any intent to achieve full unencumbered use of the data.  

Post-funding obligations – should my data be disclosed?  
As mentioned above, there can be greater scrutiny when public funds are involved. In certain instances, depending on the type and size of the funding, this scrutiny can continue even after the funding objectives have been met.

This post-disbursement scrutiny can take several forms, such as: a request for records to ascertain how the funds were used; an inspection of the premises and documents related to the clinical trials; or even full audit rights over the documents. This is to ensure that the funds were disbursed appropriately and that there are no potential breaches of laws and regulations in the dispensation and utilisation of the funds.

Conclusion 
It is important from the outset to appreciate the rationale for the requests that public entities may raise when they enter into contractual relationships with private entities, so that whilst it may not always be the case where parties can seek a win-win situation for both, appreciating the rationale helps with facilitating the negotiations and avoid unnecessary back and forth between the parties.

It also, to a certain extent, helps both parties achieve an outcome that is sustainable for the long term and avoid misunderstandings post signing of the contract.