In Credit Suisse Trust Limited v Ivanishvili, Bidzina and others [2024] 2 SLR 0164, Credit Suisse Trust Limited (“CS Trust”) was the trustee of a trust holding assets exceeding US$1.1 billion. These assets, which were deposited with Credit Suisse AG, were managed by an individual who subsequently misappropriated the assets. Upon being sued for breach of duty as trustee, CS Trust argued that it had only breached a tortious duty of care. However, the Court of Appeal (“CA”) held that CS Trust had in fact breached its fiduciary duty to the trust beneficiaries. This gave rise to the presumption that CS Trust’s breach caused the trust losses, and to rebut this presumption CS Trust would have to show that the beneficiaries would have suffered the losses even if there was no breach. The CA also clarified that fiduciary and tortious duties were neither binary nor mutually exclusive – the duties were theoretically distinct and could be owed and breached by the same person.
In The Pursuit of Employment Justice: Making Claims In The Employment Claims Tribunal
Employment disputes are very commonplace in Singapore, with over 9,000 employment claims and appeals lodged in 2023 alone. In Singapore, the Employment Claims Tribunal (“ECT”) hears and determines such employment dispute claims. However, while a claimant might immediately want recourse to the ECT, the process is not so straightforward.
Foo Kian Beng v OP3 International Pte Ltd (in liquidation) [2024] 1 SLR 361; [2024] SGCA 10
Directors have a legal fiduciary duty to act in the “best interests of the company”. However, it is not always clear what this means, especially when a company approaches insolvency. When a company is insolvent, the interests of the company’s creditors come to the fore, as the directors are effectively running the business with the creditors’ money. In Foo Kian Beng v OP3 International Pte Ltd (in liquidation) [2024] 1 SLR 361, the Court of Appeal (CA) clarified the nature, scope, and content of the fiduciary duty owed by a director to the company under these circumstances.
Sentencing of Young Offenders charged with Serious Offences
The sentencing of young offenders charged with serious offences in Singapore, such as murder, sexual offences and drug-related offences, has always garnered considerable attention. More particularly, one might wonder how an accused's young age might factor into the sentencing process. In this regard, this piece explains that while rehabilitation is generally presumed to be the dominant sentencing consideration, the courts will, in calibrating the appropriate sentence, also consider various other factors, which might enhance or counterbalance the weight given to an accused’s young age. This is so especially in cases of young offenders charged with serious offences.
Recognising foreign solvent winding-up proceedings in Singapore: Ascentra Holdings, Inc (in official liquidation) and others v SPGK Pte Ltd [2023] SGCA 32; [2023] 2 SLR 421
In Ascentra Holdings, Inc (in official liquidation) and others v SPGK Pte Ltd [2023] 2 SLR 421, the Court of Appeal (“CA”) considered whether winding-up proceedings involving foreign solvent companies can be recognised in Singapore under the Singapore Model Law (modelled after the UNCITRAL Model Law). Ascentra Holdings, Inc, a solvent company, was undergoing voluntary liquidation in the Cayman Islands. The appointed liquidators sought recognition of this liquidation in Singapore. The CA granted such recognition, holding that there was no requirement under the Singapore Model Law that a company be insolvent or in severe financial distress before a proceeding concerning that company may be recognised in Singapore.
Banks Beware! The Autonomy of Letters of Credit and Ambit of the Fraud Exception UniCredit Bank AG v Glencore Singapore Pte Ltd [2023] SGCA 41
A letter of credit ("LC") is an assurance made by the issuing bank that the beneficiary will receive timely payments, on condition that certain documents are presented according to the terms of the LC. In UniCredit Bank AG v Glencore Singapore Pte Ltd [2023] SGCA 41, the Court of Appeal reiterated that issuing banks are obligated to make payment under an LC, unless the beneficiary fraudulently presents documents containing material representations of fact which it knows to be untrue, for the purpose of drawing on the credit. The CA held that here, the beneficiary-seller's sale and buyback arrangement with the buyer (who requested the LC) did not constitute such fraud.
Jurisdiction for Crimes Committed on the High Seas: Ng Kok Wai v Public Prosecutor [2023] SGHC 306
In Ng Kok Wai v Public Prosecutor [2023] SGHC 306, it was held that the District Court can try and convict a Singaporean who commits a crime (under the Penal Code (Cap 224, 2008 Rev Ed)) on a ship on the high seas, even though the crime occurred outside of Singapore. This is because (a) the State Courts Act 1970 provides the District Court criminal jurisdiction over such persons, and (b) section 3 of the Penal Code permits its extraterritorial application.
Incorporating and interpreting sanctions clauses in confirmations for letters of credit: Kuvera Resources Pte Ltd v JPMorgan Chase Bank, NA [2023] 2 SLR 389; [2023] SGCA 28
A letter of credit is a payment mechanism used in international trade to provide an economic guarantee from an issuing bank to an exporter of goods. Sometimes, letters of credit may also be backed by another confirming bank through a letter of confirmation, to ensure payment. In Kuvera Resources Pte Ltd v JPMorgan Chase Bank, NA [2023] 2 SLR 389, the Court of Appeal ("CA") held that absent fraud, letters of credit operated independently from letters of confirmation. Hence, a confirming bank’s liability to pay under a letter of confirmation could be subject to conditions that were not reflected in the underlying letter of credit (including, as here, a sanctions clause). However, in this case the CA held that the confirming bank could not refuse payment, under the specific circumstances.
The Interpretation of Section 41(1)(f) of the Geographical Indications Act: Consorzio di Tutela della Denominazone di Origine Controllata Prosecco v Australian Grape and Wine Incorporated [2023] 2 SLR 509; [2023] SGCA 37
In Consorzio di Tutela della Denominazone di Origine Controllata Prosecco v Australian Grape and Wine Incorporated [2023] 2 SLR 509, Consorzio applied to register “Prosecco” as a Geographical Indication (GI) in respect of wines in Singapore originating from the “North East region of Italy”. GIs identify and connect a food with the landscape of the producing region. Consorzio’s application was opposed under the Geographical Indications Act 2014 (Act 19 of 2014). The Court of Appeal laid out the two requirements to establish an opposition under the Act; as the two requirements were not met here, the CA allowed Consorzio's application.
A clarification on patent insufficiency in Singapore: IIa Technologies Pte Ltd v Element Six Technologies Ltd [2023] 1 SLR 987; [2023] SGCA 5
In IIa Technologies Pte Ltd v Element Six Technologies Ltd [2023] SGCA 5, the CA considered when a patent would be invalid on the grounds of insufficiency. The most common way is known as classical insufficiency. This arises when the patent specification is not clear and complete enough to teach the skilled person to perform the innovation. Further, the CA also accepted, for the first time in Singapore, that insufficiency may also result from uncertainty, where a skilled person is unable to determine whether a claimed product or process falls within the scope of the patent.
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