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Lau Yu Man v Wellmix Organics (International) Pte Ltd [2007] SGHC 223
The court ordered the winding up of a company under s 254(1)(c) of the Companies Act because it had suspended business for more than five years and failed to comply with a court order to rectify breaches within a granted extension of time.
Kunal Gobind Lalchandani and Another v LU [2006] SGHC 47
A director who misappropriates company funds and destroys company records breaches his fiduciary duties. A contract for restitution of misappropriated assets is not illegal under s 213 of the Penal Code.
Ting Sing Ning (alias Malcolm Ding) v Ting Chek Swee (alias Ting Chik Sui) and Others [2006] SGHC 192
The plaintiff failed to establish locus standi to bring a derivative action as he did not prove that the majority shareholders were using their influence to prevent the company from taking action, and he failed to exhaust internal company remedies.
Ser Kim Koi v Metalform Asia Pte Ltd [2006] SGHC 178
A director is not entitled to disclosure of documents covered by legal advice privilege, even if they are otherwise entitled to access company records under section 199 of the Companies Act, where the director is in a position of conflict with the company.
Public Prosecutor v Lew Syn Pau and Another [2006] SGHC 146
A subsidiary's act of providing financial assistance for the acquisition of its holding company's shares does not ipso facto constitute the giving of financial assistance by the holding company itself, and the corporate veil between a parent and subsidiary is not pierced merely b
Re Wan Soon Construction Pte Ltd [2005] SGHC 102
The court held that s 334 of the Companies Act applies to judicial management via s 227X(b), allowing the judicial manager to set aside an incomplete execution of a writ of seizure and sale.
Chong Hon Kuan Ivan and Another v Levy Maurice and Others [2003] SGHC 302
A director who is not a shareholder may be joined as a party in an oppression action under s 216 of the Companies Act if they are alleged to be responsible for the oppressive conduct, even if no specific relief is sought against them.
Bakery Mart Pte Ltd v Avante Investment Pte Ltd and Another [2002] SGHC 304
The court granted an interim injunction to maintain the status quo regarding the composition of the Board of Directors of Culina Pte Ltd pending the trial of the dispute over the existence of a shareholders' agreement.
Wah Yuen Electrical Engineering Pte Ltd v Singapore Cables Manufacturers Pte Ltd [2002] SGHC 297
The court will not approve a scheme of arrangement under s 210 of the Companies Act where the company fails to provide sufficient transparency and disclosure regarding the debts of related parties, especially when such debts are necessary to meet the statutory majority requiremen
Chaly Chee Kheong Mah, Po'ad bin Shaik Abu Bakar Mattar & 34 others practising in the name and style of Deloitte & Touche v The Liquidators of Baring Futures (Singapore) Pte Ltd [2002] SGHC 273
The Articles of Association of a company do not constitute a contract between the company and its auditors unless expressly incorporated into the engagement terms. Furthermore, general indemnity clauses in articles do not cover costs incurred in defending legal proceedings unless
Gerhard Hendrik Gispen & ors v Ling Lee Soon Alex & anor [2001] SGHC 350
The court affirmed the Salomon principle of separate legal personality, holding that the corporate veil should not be lifted in the absence of fraud, sham, or impropriety, even if the company is a shelf company used to limit liability.
Teo Lay Swee and Others v Teo Siew Eng and Others [2001] SGHC 29
The court will not interfere with management decisions of a company unless they have no commercial basis and/or unfairly prejudice minority shareholders.
Quah Su-Ling v Inno-Pacific Holdings Ltd [2001] SGHC 197
The court held that a requirement as to the time for the doing of an act, unless it is a substantive time-bar provision, is a procedural requirement which the court has the power to abridge or extend.
SH Sameyeh Pte Ltd v Hassan's Carpets Pte Ltd [2001] SGHC 179
The corporate veil will only be lifted if the company was used as a means of committing a fraud, and the 'single economic unit' argument is generally only relevant for statutory or document interpretation, not for pursuing shareholders for a company's commercial debt.
Krishna's India Pte Ltd v Abdulmozhi d/o Krishnan and Another [2001] SGHC 159
A director breaches fiduciary duties by arranging the sale of company properties to her husband at an undervalued price without acting in the company's best interest. A third party who knowingly participates in such a breach is liable as a constructive trustee.
Krishna's India Pte Ltd v Arulmozhi D/O Krishnan and Another [2001] SGHC 157
A director who arranges for the sale of company property to her husband at an undervalue, while failing to properly market the property or obtain independent valuations, breaches her fiduciary duties. A third party who knowingly participates in such a breach is liable as a constr
KEA Holdings Pte Ltd and Another v Gan Boon Hock [2000] SGHC 8
A director of a company does not owe a fiduciary duty to the company's holding company or related companies to direct business opportunities to them, unless such a duty is specifically established.
Personal Automation Mart Pte Ltd v Tan Swe Sang [2000] SGHC 55
A director is in breach of fiduciary duty if they set up a competing business to divert a maturing corporate opportunity for which the company was actively negotiating, even after resignation.
Neil John Ryan v Exploration Png (S) Pte Ltd and Another [2000] SGHC 242
Section 216 of the Companies Act does not require a majority-minority situation; it can be invoked in a 50-50 shareholder deadlock where oppression or disregard of interests is established.
The Official Assignee of the Estate of Ng Eng Kiat, Bankrupt and Others v Heap Huat Rubber Company Sdn Bhd and Another [2000] SGHC 177
The court held that there was no evidence of fraud to vitiate the res judicata effect of a prior dismissal of an originating summons, and that the articles of association did not grant pre-emptive rights to existing shareholders for share transfers between members.
HOU CHAO (In his personal capacity and also in his representative capacity on behalf of Yong Zhen Yuan Pte. Ltd.) v GU XIAOLAN & 2 Ors
A common law derivative action requires the plaintiff to demonstrate a prima facie case of wrongdoing and locus standi under the 'fraud on the minority' exception. The court retains discretion to deny leave if the action is not in the company's best interests or is an abuse of pr
Strategic Worldwide Assets Ltd v Sandz Solutions (Singapore) Pte Ltd and others (Tan Choon Wee and another, third parties) [2013] SGHC 162
The court held that the plaintiff was entitled to dividends declared by the company as it was the beneficial owner of the shares at the material time, and that the defendants failed to prove the alleged representations that the dividends were for their exclusive benefit.
Khoh Chen Yeh Shane (administrator of the estate of Ching Kwong Kuen, deceased) v Seng Realty & Development Pte Ltd and another [2012] SGHC 79
In Khoh Chen Yeh Shane (administrator of the estate of Ching Kwong Kuen, deceased) v Seng Realty & Development Pte Ltd and another, the High Court of the Republic of Singapore addressed issues of Company Law.