BNP Paribas SA v Jacob Agam: Enforcement of Personal Guarantees under Singapore Law
In BNP Paribas SA v Jacob Agam and Ruth Agam, the Singapore International Commercial Court (SICC) heard an application by BNP Paribas SA, a French private bank, for a declaration that the action against the Agams was not an offshore case. The Agams, Israeli nationals, were being sued for recovery of funds under personal guarantees related to loans provided to their companies. The SICC, presided over by Vivian Ramsey IJ, allowed the application, finding that the action had a substantial connection with Singapore due to the place of performance of the relevant obligations.
1. Case Overview
1.1 Court
Singapore International Commercial Court1.2 Outcome
Application allowed.
1.3 Case Type
Civil
1.4 Judgment Type
Grounds of Decision
1.5 Jurisdiction
Singapore
1.6 Description
SICC ruled action not an offshore case, enforcing personal guarantees under Singapore law. Key issue: substantial connection with Singapore.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| BNP Paribas SA | Plaintiff | Corporation | Application allowed | Won | |
| Jacob Agam | Defendant | Individual | Application denied | Lost | |
| Ruth Agam | Defendant | Individual | Application denied | Lost |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Vivian Ramsey | International Judge | Yes |
4. Counsels
4. Facts
- BNP Paribas SA is a private bank incorporated in France with a Singapore branch.
- Jacob and Ruth Agam are Israeli nationals and customers of BNP Paribas Wealth Management.
- BNPWM commenced an action against the Agams for recovery of €17,113,889.93 and €12,988,922.66.
- The amounts were claimed under personal guarantees for loans to SCI Ruth Agam and Det Internationale.
- The Facility Agreements and Personal Guarantees were subject to Singapore law and jurisdiction.
- Loans were disbursed into the Companies’ bank accounts in Singapore.
- The banking relationship with the Defendants was managed by the Singapore branch of BNPWM.
5. Formal Citations
- BNP Paribas SA v Jacob Agam and another, Suit No 2 of 2016 (Summons No 5 of 2018), [2018] SGHC(I) 03
6. Timeline
| Date | Event |
|---|---|
| BNPWM commenced action against the Defendants in the Singapore High Court. | |
| Second Defendant filed defences. | |
| First Defendant filed defences. | |
| Proceedings transferred to the Singapore International Commercial Court. | |
| BNPWM merged with the Plaintiff. | |
| Hearing held in the SICC. | |
| SICC issued its judgment finding for the Plaintiff. | |
| Defendants filed an offshore case declaration. | |
| Defendants appealed against the Judgment to the Court of Appeal. | |
| Plaintiff filed application for a declaration that the action is not an offshore case. | |
| Defendants sought to file an Affidavit of Jacob Agam. | |
| Defendants sent a letter by email to the Court, attaching a number of documents, including the Affidavit. | |
| Hearing on the Application. | |
| Judgment issued. |
7. Legal Issues
- Offshore Case Determination
- Outcome: The court held that the action was not an offshore case.
- Category: Jurisdictional
- Related Cases:
- [2016] 4 SLR 75
- Place of Performance
- Outcome: The court determined that Singapore was the place of performance for the relevant obligations.
- Category: Substantive
- Related Cases:
- [2017] SGHC 318
8. Remedies Sought
- Monetary Damages
9. Cause of Actions
- Enforcement of Personal Guarantees
- Breach of Contract
10. Practice Areas
- Commercial Litigation
- International Commercial Law
11. Industries
- Banking
- Finance
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| BNP Paribas SA v Jacob Agam and another | Singapore International Commercial Court | Yes | [2018] 3 SLR 1 | Singapore | Refers to the SICC's judgment on the substantive claim, which awarded the claimed amounts plus interest and dismissed a counterclaim. |
| Teras Offshore Pte Ltd v Teras Cargo Transport (America) LLC | Singapore High Court | Yes | [2016] 4 SLR 75 | Singapore | Cited for the principle that whether an action is an offshore case depends on whether it has a substantial connection with Singapore. |
| EFG Bank AG, Singapore Branch v Teng Wen-Chung | Singapore High Court | Yes | [2017] SGHC 318 | Singapore | Cited for the principle that the key obligation in a loan contract is the obligation to make payments, and the place where those payments must be made is the place of performance. |
13. Applicable Rules
| Rule Name |
|---|
| Order 110 Rule 37(1) of the Rules of Court |
| Order 110 Rule 1(1) of the Rules of Court |
| Order 110 Rule 35 of the Rules of Court |
| Order 110 Rule 36 of the Rules of Court |
| Order 110 Rule 37(6) of the Rules of Court |
| Order 32 Rule 5 of the Rules of Court |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Rules of Court (Cap 322, R 5, 2014 Rev Ed) | Singapore |
| Supreme Court of Judicature Act (Cap 322, 2007 Rev Ed) | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Offshore Case
- Personal Guarantee
- Facility Agreement
- Substantial Connection
- Place of Performance
- Singapore International Commercial Court
15.2 Keywords
- Offshore Case
- Singapore International Commercial Court
- Personal Guarantees
- Jurisdiction
- Singapore Law
17. Areas of Law
| Area Name | Relevance Score |
|---|---|
| Civil Practice | 75 |
| Offshore case declaration | 60 |
| Commercial Litigation | 60 |
| International Commercial Law | 50 |
| Contract Law | 50 |
| Banking and Finance | 40 |
| Asset Recovery | 30 |
| Arbitration | 25 |
16. Subjects
- Civil Procedure
- International Commercial Law
- Banking
- Jurisdiction