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Tong Guan Food Products Pte Ltd and Others v Teo Cheow Ngoh and Another [2004] SGHC 261
The High Court dismissed tracing claims by TG Snack Food (M), ruling that inter-company fund transfers for property development constituted a debtor-creditor relationship rather than a trust. The court emphasized that commercial transactions do not automatically create fiduciary duties for tracing.
Velstra Pte Ltd (in compulsory winding up) v Azero Investments SA [2004] SGHC 251
In Velstra Pte Ltd v Azero Investments SA [2004] SGHC 251, the High Court ruled in favor of the plaintiff, holding the defendant liable as a constructive trustee for US$250,346.98 after finding that a debt assignment was a pre-planned breach of the director's fiduciary duties.
Chong Hon Kuan Ivan v Levy Maurice and Others (No 2) [2004] SGHC 217
A director is not liable in tort for inducing a breach of contract by their company if they act bona fide and within the scope of their authority.
Tang Yoke Kheng (trading as Niklex Supply Co) v Lek Benedict and Others (No 2) [2004] SGHC 215
The court held that the mere preference of one creditor over another does not constitute fraudulent trading under s 340(1) of the Companies Act, as it requires actual dishonesty and moral blame.
Scotts Investments (Singapore) Pte Ltd (in compulsory liquidation) v Jumabhoy Ameerali R and Others [2004] SGHC 20
A director is not entitled to remuneration for services rendered unless specifically approved by the board, and the term 'costs and expenses' in an indemnity resolution does not include such remuneration.
Eastern Pretech Pte Ltd v Kin Lin Builders Pte Ltd [2004] SGHC 195
The court will not set aside a winding up order where the company is insolvent and there is no realistic prospect of a scheme of arrangement succeeding, especially when creditors do not support it.
Dayco Products Singapore Pte Ltd (in liquidation) v Ong Cheng Aik [2004] SGHC 192
A director, as a fiduciary, must make full disclosure of any personal interest in transactions with the company to the shareholders or an independent board to avoid liability for unauthorised profits.
DM Divers Technics Pte Ltd v Tee Chin Hock [2004] SGHC 191
Directors owe fiduciary duties to their companies, including the duty to act honestly and in good faith, and not to place themselves in a position of conflict. A director who misappropriates company funds is liable to compensate the company.
Re Bentimi Pte Ltd; In the Matter of Part X of the Companies Act, Chapter 50 (1994 Revised Edition) v In the Matter of Bentimi Pte Ltd [2003] SGHC 92
A winding-up petition based on a disputed debt where the debt is challenged on substantial grounds, such as forgery, should not be decided on the strength of a single document but should be resolved in a writ action.
Re Tiong Polestar Engineering (formerly known as Polestar Engineering (S) Pte Ltd [2003] SGHC 8
This case clarifies that creditors cannot retain garnishee order benefits if payment occurs after winding up begins. It also establishes that payments to associate companies within two years of a petition are considered unfair preferences.
ECRC Land Pte Ltd v Ho Wing On Christopher and Others [2003] SGHC 298
The court held that directors' commercial decisions should not be interfered with if made in the honest and reasonable belief that they were for the best interests of the company, and that the plaintiff failed to prove unfair preference or other claims.
Re Econ Corp Ltd [2003] SGHC 288
In Re Econ Corp Ltd [2003] SGHC 288, the High Court refused to sanction a scheme of arrangement due to inadequate financial disclosures and improper preferential payments, emphasizing that creditors must be fully informed to assess the fairness of any proposed scheme.
Hup Huat Food Industries (S) Pte Ltd v Liang Chiang Heng and Others [2003] SGHC 244
The Singapore High Court dismissed most claims against the Liang brothers, finding no breach of fiduciary duty in Hup Huat Food Industries v Liang Chiang Heng. The court ruled that informal remuneration practices were commercially defensible, though judgment was entered for specific trademark issues
Chew Eu Hock Construction Co Pte Ltd (under judicial management) v Central Provident Fund Board [2003] SGHC 199
Claims for CPF contributions do not enjoy priority in judicial management proceedings, and objections to a scheme of arrangement must be raised before the court sanctions the scheme.
Pang Yong Hock and Another v PKS Contracts Services Pte Ltd [2003] SGHC 195
The court dismissed an application for leave to commence a derivative action under s 216A of the Companies Act, finding that winding up the company was a more appropriate and desirable remedy given the deadlock between shareholders.
Heap Huat Rubber Company Sdn Bhd and Others v Kong Choot Sian and Others [2003] SGHC 133
In Heap Huat Rubber Company v Kong Choot Sian [2003] SGHC 133, the High Court dismissed the plaintiffs' claims of breach of fiduciary duty and dishonest assistance, ruling that they failed to provide sufficient evidence to substantiate allegations of unauthorized remuneration or asset mismanagement.
Agus Irawan v Toh Tech Chye and Others [2002] SGHC 49
In Agus Irawan v Toh Tech Chye [2002] SGHC 49, the High Court dismissed an application for a derivative action under s 216A of the Companies Act. The court ruled the plaintiff lacked the requisite good faith and failed to provide full, candid disclosure regarding the disputed rebates.
Kwee Seng Chio Peter v Biogenics Sdn Bhd [2002] SGHC 298
A nominee director is bound by the knowledge of the person for whom he acts if he acts without discretion or volition.
Toh Kim Chan v Toh Kim Tian & Others [2002] SGHC 266
In Toh Kim Chan v Toh Kim Tian [2002] SGHC 266, the High Court ordered the defendant to transfer a 20% shareholding held in trust for the plaintiff and granted access to corporate documents, while dismissing claims against other parties and clarifying limits on unregistered shareholder rights.
Re Management Recruiters International (Asia) Pte Ltd (formerly known as Humana International (Asia) Pte Ltd) [2002] SGHC 179
A winding up petition should be dismissed where the debt is disputed on genuine and plausible grounds, and the court should not adjudicate on the merits of a commercial dispute in winding up proceedings.
Re Baring Futures (Singapore) Pte Ltd (in compulsory liquidation) and another action [2002] SGHC 15
The court exercised its discretion to defer determination of indemnity and priority claims until the underlying litigation contingencies were resolved.
Hengwell Development Pte Ltd v Thing Chiang Ching and Others [2002] SGHC 146
A shareholder may be granted leave under s 216A of the Companies Act to bring an action on behalf of a company where the company has no cause of action or is unable to enforce its rights, and the policy reasons against recovering reflective loss do not apply.
Re Dayang Construction and Engineering Pte Ltd [2002] SGHC 123
A statutory demand under s 254(2)(a) of the Companies Act does not require a specific reference to the three-week period for payment, nor does it require a warning that failure to comply will lead to winding-up proceedings.
Polybuilding (S) Pte Ltd v Lim Heng Lee and Others [2001] SGHC 95
A written resolution signed by a majority of directors is ineffective if notice of the resolution was not given to all directors, as directors have a collective duty to manage the company.