Case Details
- Citation: [2025] SGHC 104
- Title: JOSHUA JAMES TAYLOR & ANOR
- Court: High Court (General Division)
- Originating Application No: 812 of 2024
- Date of hearing / key dates: 2 October 2024, 1 April 2025; judgment reserved; 4 June 2025
- Judge: Aidan Xu @ Aedit Abdullah J
- Applicants / Plaintiffs: Joshua James Taylor; Chew Ee Ling
- Capacity of applicants: Joint and several liquidators of Eqonex Capital Pte Ltd (in creditors’ voluntary liquidation)
- Non-party: Official Receiver
- Respondent: Official Receiver (non-party)
- Legal area(s): Insolvency law; administration of insolvent estates; distribution and disposal of assets; trusts; cryptocurrency as property
- Statutes referenced: Insolvency, Restructuring and Dissolution Act 2018 (2020 Rev Ed) (“IRDA”) — ss 181 and 213(1)
- Cases cited (as reflected in extract): Lin Yueh Hung (as liquidators of CST South East Asia Pte Ltd (in members’ voluntary liquidation)) and another v Andreas Vogel & Partner, Rechtsanwaelte, AV & P Legal LLP and others [2024] SGHC 31; Wong Joo Wan (as liquidator of Envy Hospitality Holdings Pte Ltd (in members’ voluntary liquidation)) v Lim Siong Heng Raymond and another [2025] SGHC 52; Bybit Fintech Ltd v Ho Kai Xin and others [2023] 5 SLR 1768
- Judgment length: 23 pages, 6,573 words
Summary
In Re Taylor, Joshua James and another (Official Receiver, non-party) ([2025] SGHC 104), the High Court addressed how unclaimed cryptocurrencies should be handled in the liquidation of a digital asset exchange company. The applicants, acting as joint and several liquidators of Eqonex Capital Pte Ltd, sought directions under s 181 of the Insolvency, Restructuring and Dissolution Act 2018 (“IRDA”) for orders concerning the distribution of unclaimed cryptocurrencies held in the company’s custody infrastructure and related moneys held in a bank account. A central dispute was whether the cryptocurrencies were held on trust for customers, and if so, what consequences followed for vesting on dissolution under s 213(1) of the IRDA.
The court dismissed the application. The judge was satisfied that no trust arrangement—whether express, resulting, or Quistclose—had been created over the cryptocurrencies. Consequently, customers were treated as holding both legal and beneficial title to the cryptocurrencies (and, where relevant, to moneys converted from USDC). Because Eqonex Capital had not been dissolved, the court also declined to decide whether any outstanding assets should vest with the Official Receiver (“OR”) under s 213(1), holding that the company lacked standing to invoke that provision at that stage.
What Were the Facts of This Case?
Eqonex Capital Pte Ltd (“Eqonex Capital”) was a subsidiary within the Eqonex Group. The group operated a digital asset exchange platform known as “EQONEX”. Customers who accepted the exchange’s terms and conditions could open accounts and access digital wallets through which they could trade, store, send, and receive various digital assets. The digital assets were stored in wallets hosted by Eqonex Capital, with custody arrangements involving the Eqonex Group and third-party custodians, including Digivault Limited (in administration).
On 15 August 2022, Eqonex Limited announced that it would cease operations of the exchange. Customers were given until 14 September 2022 to withdraw their digital assets. After the cessation, the applicants (liquidators of Eqonex Capital) took custody of unclaimed digital assets that remained in the digital wallets. These unclaimed assets were delivered to the applicants by the administrators of Digivault and were held in what the judgment refers to as the “Crypto Wallet”.
In addition to the cryptocurrencies, the applicants investigated whether there were moneys in Eqonex Capital’s bank account that were likely converted from USDC (a type of cryptocurrency). The evidence suggested that the bank account moneys could be wholly attributable to customers who had held USDC in their digital wallets. This factual linkage between the cryptocurrency holdings and the bank account moneys became important because the legal characterisation of the cryptocurrencies would affect the legal characterisation of the converted moneys.
The liquidation context was also significant. Eqonex Capital had little to no other assets and could not support a long, protracted liquidation process. The applicants therefore sought court guidance to resolve uncertainty about the legal position and to enable a practical distribution plan to be implemented for customers who had not responded. However, the Official Receiver took a different view, contending that while bank account moneys would vest with the OR on dissolution, the cryptocurrencies would not, because no trust arrangement existed over them.
What Were the Key Legal Issues?
The court had to resolve several interrelated legal questions. First, it addressed a preliminary issue: whether the applicants had standing to bring the application under s 181 of the IRDA. Although the OR did not object to the standing point, the judge still considered whether the statutory threshold—namely that the determination would be “just and beneficial” and advantageous to the liquidation—was met.
Substantively, the principal issue was whether there was a trust over the cryptocurrencies held in the Crypto Wallet. The applicants advanced alternative trust theories: (i) an express trust; (ii) a resulting trust; and (iii) a Quistclose trust. The court’s determination on the existence and nature of any trust was crucial because it would determine whether Eqonex Capital could be said to hold the cryptocurrencies for customers, and therefore whether the conditions for vesting under s 213(1) could be satisfied.
Finally, the court considered whether any outstanding cryptocurrencies (and/or the related bank account moneys) should vest with the OR upon dissolution of Eqonex Capital pursuant to s 213(1) of the IRDA. This issue depended not only on the trust analysis but also on whether the statutory preconditions were met at the time of the application, including whether Eqonex Capital had been dissolved and whether it had the standing to invoke s 213(1).
How Did the Court Analyse the Issues?
The judge began with the preliminary question of whether the application could be made under s 181 of the IRDA. Section 181 permits a liquidator (or creditor or contributory) to apply to the court to determine questions arising in the winding up or to exercise powers the court could exercise if the company were wound up by the court. The court’s approach, as reflected in prior decisions such as Lin Yueh Hung and Wong Joo Wan, is to allow s 181 applications where the court is satisfied that the determination is “just and beneficial” and advantageous to the liquidation.
Although the present application did not involve a liquidator’s rejection of a proof of debt, the judge treated the uncertainty about cryptocurrency distribution as analogous in practical effect. The court noted that uncertainty and divergent positions between the applicants and the OR could affect decision-making and delay resolution. The judge also emphasised the liquidation’s practical constraints: Eqonex Capital had little to no other assets, making it difficult to finance a prolonged process. In that context, resolving the legal questions promptly would be advantageous and would potentially enable a resolution of the liquidation.
Turning to the substantive issues, the judge identified matters that were not in contention. First, the parties agreed that outstanding moneys in the bank account should vest with the OR pursuant to s 213(1) of the IRDA. Second, the court accepted that cryptocurrency is capable of being held on trust as a matter of property law, referencing Bybit Fintech Ltd v Ho Kai Xin and others. This meant the dispute was not whether cryptocurrencies can be trust property, but whether, on the facts and contractual arrangements, a trust was actually created.
The judge then focused on the applicants’ trust arguments. The applicants’ case depended on characterising the relationship between Eqonex Capital and customers as one in which customers retained beneficial ownership, while Eqonex Capital held the cryptocurrencies (or their proceeds) in a fiduciary capacity. The judge was not persuaded. While the extract provided does not reproduce the full reasoning on each trust category, the conclusion is clear: the court found that no trust arrangement—express, resulting, or Quistclose—was created over the cryptocurrencies. As a result, the customers were held to have both legal and beneficial title to the cryptocurrencies.
That conclusion had a direct consequence for the bank account moneys. The judge reasoned that to the extent bank account moneys were converted from USDC, and USDC was one type of cryptocurrency held by customers, the customers would also be legally and beneficially entitled to the converted moneys. In other words, the legal characterisation of the original cryptocurrency holdings carried through to the proceeds held in fiat form, at least where the conversion could be attributed to customers’ cryptocurrency holdings.
Because the court rejected the existence of any trust, the applicants’ proposed orders—allowing them to deal with the unclaimed cryptocurrencies and bank moneys “as if” held for customers, authorising distribution according to a filed Distribution Plan, and granting indemnity and payment of costs out of the assets—could not be supported on the trust basis advanced. The court therefore declined to grant those orders, holding that it would be inappropriate to implement a distribution framework premised on a trust arrangement that did not exist.
Finally, the judge addressed the vesting question under s 213(1) of the IRDA. The OR argued that outstanding bank account moneys would vest with the OR on dissolution, but the cryptocurrencies would not, because the statutory conditions for vesting were not satisfied. The judge’s approach, however, turned on a threshold point: Eqonex Capital had not been dissolved. The judge held that Eqonex Capital therefore lacked standing to invoke s 213(1) at that stage. As a result, the court declined to grant the last order sought, which required delivery of the Crypto Wallet to the OR upon dissolution and a determination that outstanding assets not distributed would vest with the OR.
What Was the Outcome?
The High Court dismissed OA 812. The court declined to grant the orders sought that were premised on the existence of a trust arrangement over the cryptocurrencies, including orders permitting the liquidators to deal with and distribute the unclaimed assets under a Distribution Plan and orders relating to indemnity and payment of costs out of the assets.
In addition, the court declined to decide whether outstanding cryptocurrencies (and/or related moneys) should vest with the OR under s 213(1) of the IRDA, because Eqonex Capital had not been dissolved and therefore lacked standing to invoke that provision at the time of the application.
Why Does This Case Matter?
This decision is significant for insolvency practitioners dealing with digital assets in liquidation. It underscores that the mere fact that cryptocurrencies are held in a company’s custody infrastructure does not automatically mean that the company holds them on trust for customers. Courts will look closely at whether the legal and beneficial ownership structure is actually established by the relevant contractual and factual matrix. For liquidators, this means that trust-based distribution strategies require careful evidential and doctrinal support.
From a doctrinal perspective, the case clarifies the practical importance of trust characterisation in determining whether statutory vesting provisions can be engaged. Section 213(1) operates at the point of dissolution and depends on whether the company is entitled to the relevant assets and has the disposing power at dissolution. By rejecting the trust analysis and by emphasising standing and timing, the court signalled that insolvency outcomes for crypto assets may turn on both property law characterisation and procedural posture.
For customers and custodial platforms, the judgment also reinforces that ownership rights may remain with customers even where assets are held by an exchange entity or its affiliates. The court’s reasoning that customers hold legal and beneficial title to the cryptocurrencies—and, where conversion is attributable, to converted proceeds—will be relevant in disputes about who bears the risk of non-withdrawal and how unclaimed digital assets should be treated in insolvency.
Legislation Referenced
- Insolvency, Restructuring and Dissolution Act 2018 (2020 Rev Ed) (“IRDA”), s 181 [CDN] [SSO]
- Insolvency, Restructuring and Dissolution Act 2018 (2020 Rev Ed) (“IRDA”), s 213(1) [CDN] [SSO]
Cases Cited
- Lin Yueh Hung (as liquidators of CST South East Asia Pte Ltd (in members’ voluntary liquidation)) and another v Andreas Vogel & Partner, Rechtsanwaelte, AV & P Legal LLP and others [2024] SGHC 31
- Wong Joo Wan (as liquidator of Envy Hospitality Holdings Pte Ltd (in members’ voluntary liquidation)) v Lim Siong Heng Raymond and another [2025] SGHC 52
- Bybit Fintech Ltd v Ho Kai Xin and others [2023] 5 SLR 1768
Source Documents
This article analyses [2025] SGHC 104 for legal research and educational purposes. It does not constitute legal advice. Readers should consult the full judgment for the Court's complete reasoning.