Low Hian Chor v Steel Forming & Rolling Specialists: Leave to Pursue Director's Breach of Duty

In Low Hian Chor v Steel Forming & Rolling Specialists Pte Ltd and another, the High Court of Singapore considered an application by Low Hian Chor for leave to bring an action on behalf of Steel Forming & Rolling Specialists Pte Ltd against Ang Thiam Swee, a former director, for breaches of director's duties. The court granted the application in part, allowing Low Hian Chor to pursue certain claims related to misappropriated funds and unauthorized payments, but denied leave for other claims where evidence was lacking or payments appeared legitimate.

1. Case Overview

1.1 Court

High Court

1.2 Outcome

Application allowed in part.

1.3 Case Type

Civil

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

Application for leave to bring action against a former director for breaches of director’s duties. Leave granted in part to pursue claims.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Ang Thiam SweeOtherIndividualApplication allowed in partPartial
Low Hian ChorPlaintiffIndividualApplication allowed in partPartial
Steel Forming & Rolling Specialists Pte LtdDefendantCorporationNeutralNeutral

3. Judges

Judge NameTitleDelivered Judgment
Chan Seng OnnJudgeYes

4. Counsels

Counsel NameOrganization
Tan Yew ChengLeong Partnership
Foo Soon YienBernard & Rada Law Corporation

4. Facts

  1. Low Hian Chor applied for leave to bring an action on behalf of Steel Forming & Rolling Specialists Pte Ltd against Ang Thiam Swee.
  2. Ang Thiam Swee is a former director of Steel Forming & Rolling Specialists Pte Ltd.
  3. The application was made pursuant to section 216A of the Companies Act.
  4. Ang allegedly misappropriated funds from the Defendant's bank account.
  5. Ang allegedly made payments without basis from the Defendant’s account to himself.
  6. Ang allegedly transferred money without basis from the Defendant’s account to a personal bank account jointly held by Ang and Gan’s son.
  7. Ang allegedly paid secret commissions.

5. Formal Citations

  1. Low Hian Chor v Steel Forming & Rolling Specialists Pte Ltd and another, Originating Summons No 591 of 2011, [2012] SGHC 10

6. Timeline

DateEvent
Steel Forming & Rolling Specialists Pte Ltd incorporated in Singapore.
Gan Oh Boon convicted of charges under the Income Tax Act and statutorily disqualified from directorship.
Plaintiff's solicitors requested Ang Thiam Swee to return misappropriated sums.
Ang Thiam Swee denied misappropriating funds.
Plaintiff took out application for leave to bring an action against Ang Thiam Swee.
High Court allowed the application in part.

7. Legal Issues

  1. Breach of Director's Duties
    • Outcome: The court granted leave in part for the plaintiff to bring an action against the former director for breach of director's duties.
    • Category: Substantive

8. Remedies Sought

  1. Leave to bring an action in the name and on behalf of the company

9. Cause of Actions

  • Breach of Director's Duties

10. Practice Areas

  • Corporate Litigation

11. Industries

  • Steel Fabrication

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
No cited cases

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute NameJurisdiction
Companies Act (Cap. 50, 2006 Rev Ed)Singapore
Income Tax Act (Cap. 134, 2001 Rev Ed)Singapore

15. Key Terms and Keywords

15.1 Key Terms

  • Director's duties
  • Misappropriation
  • Companies Act
  • Leave to bring action
  • Fiduciary duty

15.2 Keywords

  • Director's duties
  • Companies Act
  • Misappropriation
  • Steel Forming & Rolling Specialists
  • Singapore
  • High Court
  • Leave to bring action

17. Areas of Law

Area NameRelevance Score
Director's Duties90
Company Law80
Companies Act75
Misappropriation of Funds65
Fiduciary Duties60
Fraud and Deceit50
Accounting Irregularities40
Corporate Litigation40
Corporate Law40

16. Subjects

  • Company Law
  • Civil Procedure