Qilin World Capital Ltd v CPIT Investments Ltd: Costs Dispute in Loan Agreement Breach

Qilin World Capital Ltd and CPIT Investments Ltd were involved in a dispute over a loan agreement. CPIT Investments Ltd initially won at trial, but Qilin World Capital Ltd appealed. The Court of Appeal of the Republic of Singapore, with Sundaresh Menon CJ, Bernard Rix IJ, and Dyson Heydon IJ presiding, allowed Qilin's appeal and dismissed CPIT's appeal. This judgment addresses the allocation of costs for both the trial and appellate proceedings, varying the initial costs orders made by the trial judge.

1. Case Overview

1.1 Court

Court of Appeal of the Republic of Singapore

1.2 Outcome

Appeal allowed in part; costs orders varied.

1.3 Case Type

Civil

1.4 Judgment Type

Judgment

1.5 Jurisdiction

Singapore

1.6 Description

Appeal regarding costs after a dispute over a loan agreement and wrongful disposal of shares. The court addressed costs at trial and on appeal.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
QILIN WORLD CAPITAL LTDAppellant, RespondentCorporationAppeal allowed in partPartial
CPIT INVESTMENTS LTDRespondent, Appellant, Plaintiff, DefendantCorporationAppeal dismissedLost

3. Judges

Judge NameTitleDelivered Judgment
Sundaresh MenonChief JusticeNo
Bernard RixInternational JudgeNo
Dyson HeydonInternational JudgeYes

4. Counsels

Counsel NameOrganization
Renganathan NandakumarRHTLaw Taylor Wessing LLP
NandhuRHTLaw Taylor Wessing LLP
Yap Yongzhi GideonRHTLaw Taylor Wessing LLP
Martin Roderick Edward SCRHTLaw Taylor Wessing LLP

4. Facts

  1. CPIT brought claims against Qilin arising from a Loan Agreement secured by certain shares.
  2. CPIT asserted Qilin wrongfully disposed of shares and held proceeds on constructive trust.
  3. The trial judge ordered Qilin to hold HK$31.25m on constructive trust for CPIT.
  4. The trial judge dismissed CPIT’s claim that Qilin caused a fall in the value of other shares.
  5. Qilin appealed against the orders relating to the constructive trust (CA 126).
  6. CPIT appealed against the order rejecting its claim for the fall in share value (CA 145).
  7. The Court of Appeal allowed Qilin’s appeal and dismissed CPIT’s appeal.

5. Formal Citations

  1. Qilin World Capital Ltd v CPIT Investments Ltd, Civil Appeal No 126 of 2017, [2018] SGCA(I) 04
  2. Qilin World Capital Ltd v CPIT Investments Ltd, Civil Appeal No 145 of 2017, [2018] SGCA(I) 04

6. Timeline

DateEvent
CPIT terminated the Loan Agreement
Qilin made an offer to settle
Trial commenced
Trial judge made an order that Qilin held HK$31.25m on constructive trust for CPIT and granted related relief
Qilin filed Notice of Appeal
Civil Appeal No 126 of 2017 and Civil Appeal No 145 of 2017 were filed
Trial judge made costs orders
Court of Appeal allowed Qilin’s appeal and dismissed CPIT’s appeal
Direction from the Court of Appeal on costs of the appeals
CPIT’s solicitors discharged
CPIT’s solicitors informed Qilin’s solicitors that they had been discharged
Qilin’s solicitors filed written submissions concerning costs
Judgment reserved

7. Legal Issues

  1. Allocation of Costs
    • Outcome: The court varied the costs orders made by the trial judge, ordering CPIT to pay Qilin's costs for both the trial and appellate proceedings.
    • Category: Procedural
  2. Breach of Contract
    • Outcome: The trial judge found that Qilin was in breach of the Loan Agreement and that CPIT was entitled to terminate it. His conclusions on these points were not challenged on appeal.
    • Category: Substantive

8. Remedies Sought

  1. Monetary Damages
  2. Constructive Trust

9. Cause of Actions

  • Breach of Contract
  • Constructive Trust

10. Practice Areas

  • Commercial Litigation
  • Appeals

11. Industries

  • Finance

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
CPIT Investments Ltd v Qilin World Capital LtdSingapore International Commercial CourtYes[2017] 5 SLR 1SingaporeRefers to the trial judgment where the trial judge made an order that Qilin held HK$31.25m on constructive trust for CPIT and granted related relief, but also dismissed CPIT’s claim that Qilin’s conduct had caused a very large fall in the value of certain other shares owned by CPIT which were not used as security for the loan.
CPIT Investments Ltd v Qilin World Capital LtdSingapore High Court (International)Yes[2018] SGHC(I) 02SingaporeRefers to the costs judgment where the trial judge ordered Qilin to pay S$47,906.20 by way of costs and disbursements for interlocutory applications, S$384,000.00 as costs for the rest of the proceedings, and S$28,600.26 plus HK$648,427.57 as disbursements for the proceedings, excluding interlocutory applications.
Qilin World Capital Ltd v CPIT Investments LtdCourt of Appeal of the Republic of SingaporeYes[2018] SGCA(I) 01SingaporeRefers to the judgment where this court allowed Qilin’s appeal and dismissed CPIT’s appeal.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute NameJurisdiction
No applicable statutes

15. Key Terms and Keywords

15.1 Key Terms

  • Loan Agreement
  • Constructive Trust
  • Costs
  • Interlocutory Applications
  • Disbursements
  • Offer to Settle
  • Shares
  • Repudiatory Breach

15.2 Keywords

  • costs
  • appeal
  • loan agreement
  • breach of contract
  • constructive trust
  • shares
  • Singapore

17. Areas of Law

Area NameRelevance Score
Costs95
Singapore International Commercial Court80
Civil Procedure75
Litigation60
Commercial Litigation50
Contract Law40
Arbitration30
Commercial Law30
Estoppel25
Chancery and Equity25
Interest20
Affidavits15
Rules of Court 202110

16. Subjects

  • Contract Law
  • Civil Procedure
  • Costs
  • Appeals