HE & SF Properties LP v Rising Dragon: Quistclose Trust, Unjust Enrichment, Fraudulent Misrepresentation, Conspiracy
In a case before the Singapore International Commercial Court, HE & SF Properties LP, controlled by Mr. Peter Andreas Eyckeler, sued Rising Dragon Singapore Pte Ltd and Mr. Eric Alfred Schaer for breach of trust, unjust enrichment, fraudulent misrepresentation, and conspiracy related to investments in MySQUAR and Fastacash. HE&SF sought to recover US$300,000 for MySQUAR shares and US$3,235,385 for Fastacash shares, plus US$1,500,000 for a bridging loan. The court found for HE&SF against Rising Dragon for unjust enrichment regarding both the MySQUAR and Fastacash moneys, and against Mr. Schaer for fraudulent misrepresentation regarding the MySQUAR moneys. The court dismissed all other claims and Rising Dragon's counterclaims.
1. Case Overview
1.1 Court
Singapore International Commercial Court1.2 Outcome
Judgment for Plaintiff in part; Judgment for Defendant in part; Counterclaims dismissed.
1.3 Case Type
Civil
1.4 Judgment Type
Judgment
1.5 Jurisdiction
Singapore
1.6 Description
Singapore court case involving HE & SF Properties LP, Rising Dragon, and Eric Schaer. Claims include breach of trust, unjust enrichment, and misrepresentation.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| HE & SF Properties LP | Plaintiff, Defendant in Counterclaim | Partnership | Judgment for Plaintiff in part | Partial | |
| Rising Dragon Singapore Pte Ltd | Defendant, Plaintiff in Counterclaim | Corporation | Judgment for Defendant in part; Counterclaim Dismissed | Partial | |
| Eric Alfred Schaer | Defendant | Individual | Judgment for Plaintiff in part; Judgment for Defendant in part | Partial |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Sir Henry Bernard Eder | International Judge | Yes |
4. Counsels
4. Facts
- HE&SF remitted US$300,000 to RDS to purchase shares in MySQUAR.
- HE&SF remitted US$3,235,385 to RDS to purchase shares in Fastacash.
- HE&SF remitted US$1,500,000 to RDPA as a bridging loan.
- The MySQUAR shares were never transferred to HE&SF.
- The Fastacash shares were never transferred to HE&SF.
- The US$300,000 was not returned to HE&SF.
- The US$3,235,385 was not returned to HE&SF.
- The US$1,500,000 bridging loan was not repaid.
5. Formal Citations
- HE & SF Properties LP v Rising Dragon Singapore Pte Ltd and another, Suit No 9 of 2017, [2019] SGHC(I) 05
6. Timeline
| Date | Event |
|---|---|
| Mr. David Schaer sent Mr. Eyckeler a summary presentation of the MySQUAR business. | |
| Mr. David Schaer introduced Mr. Eyckeler to Mr. Eric Schaer. | |
| HE&SF remitted US$300,000 to RDS for MySQUAR shares. | |
| MySQUAR BVI was floated on the AIM. | |
| HE&SF remitted US$3,235,385 to RDS for Fastacash shares. | |
| HE&SF remitted US$1,500,000 to RDPA for a bridging loan. | |
| Sale and Purchase Agreements (SPAs) signed. | |
| Mr. Eric Schaer resigned from the Board of Fastacash. | |
| Announcement that the Fastacash IPO had failed. | |
| Mr. Eyckeler received a letter from Mr. Nguyen. | |
| Fastacash was formally put into creditors’ voluntary liquidation. | |
| Hearing date. | |
| Hearing date. | |
| Hearing date. | |
| Hearing date. | |
| Hearing date. | |
| Hearing date. | |
| Judgment reserved. |
7. Legal Issues
- Unjust Enrichment
- Outcome: The court found that RDS was unjustly enriched by its receipt of the US$300,000 and US$3,235,385 because it failed to apply these sums towards the acquisition of shares and has not accounted to HE&SF for the sums.
- Category: Substantive
- Sub-Issues:
- Failure of basis
- Related Cases:
- [2018] 1 SLR 239
- Fraudulent Misrepresentation
- Outcome: The court found that Mr. Eric Schaer made fraudulent misrepresentations to HE&SF regarding the MySQUAR investment, entitling HE&SF to recover US$300,000 from him personally.
- Category: Substantive
- Related Cases:
- [2017] 3 SLR 386
- [2001] 2 SLR(R) 435
- (1885) 29 Ch D 459
- Quistclose Trust
- Outcome: The court rejected the claim that a Quistclose trust existed, finding no intention to constitute RDS as a trustee or to prevent HE&SF from parting with the beneficial interest in the transferred money.
- Category: Substantive
- Related Cases:
- [2015] 4 SLR 474
- Conspiracy
- Outcome: The court rejected the claim for unlawful means conspiracy due to defective pleading and insufficient evidence of involvement by Mr. David Schaer.
- Category: Substantive
- Related Cases:
- [2014] 1 SLR 860
- Dishonest Assistance
- Outcome: The court rejected the claim for dishonest assistance, finding no basis to conclude that Mr. Eric Schaer should have segregated the funds or that there was an intention to create a trust.
- Category: Substantive
- Related Cases:
- [2010] 2 SLR 589
8. Remedies Sought
- Monetary Damages
- Orders for an account
- Interest
- Costs
9. Cause of Actions
- Breach of Trust
- Unjust Enrichment
- Fraudulent Misrepresentation
- Conspiracy
- Dishonest Assistance
10. Practice Areas
- Commercial Litigation
- Investment Disputes
11. Industries
- Investment
- Technology
- Finance
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Attorney-General v Aljunied-Hougang-Punggol East Town Council | High Court | Yes | [2015] 4 SLR 474 | Singapore | Cited for the propositions of law regarding Quistclose trusts, including the requirements for express and resulting trusts. |
| Benzline Auto Pte Ltd v Supercars Lorinser Pte Ltd and another | High Court | Yes | [2018] 1 SLR 239 | Singapore | Cited for the principles concerning 'failure of basis' in unjust enrichment claims. |
| George Raymond Zage III and another v Ho Chi Kwong and another | Court of Appeal | Yes | [2010] 2 SLR 589 | Singapore | Cited for the elements of a claim in dishonest assistance and the standard for dishonesty. |
| Syed Ahmad Jamal Alsagoff (administrator of the estates of Shaikah Fitom bte Ghalib bin Omar Al-Bakri) and others v Harun bin Syed Hussain Aljunied and others and other suits | High Court | Yes | [2017] 3 SLR 386 | Singapore | Cited for the elements required to establish a claim for fraudulent misrepresentation. |
| Panatron Pte Ltd v Lee Cheow Lee | Court of Appeal | Yes | [2001] 2 SLR(R) 435 | Singapore | Cited for the elements required to establish a claim for fraudulent misrepresentation. |
| Wee Chiaw Sek Anna v Ng Li-Ann Genevieve (sole executrix of the estate of Ng Hock Seng, deceased) and another | High Court | Yes | [2013] 3 SLR 801 | Singapore | Cited for the principle that silence can amount to a representation in certain circumstances, particularly where there is a duty to speak. |
| Broadley Construction Pte Ltd v Alacran Design Pte Ltd | High Court | Yes | [2018] 2 SLR 110 | Singapore | Cited for the principle that silence can amount to a representation in certain circumstances, particularly where there is a duty to speak. |
| Audi Construction Pte Ltd v Kian Hiap Construction Pte Ltd | High Court | Yes | [2018] 1 SLR 317 | Singapore | Cited for the principle that silence can amount to a representation in certain circumstances, particularly where there is a duty to speak. |
| ACTAtek, Inc and another v Tembusu Growth Fund Ltd | High Court | Yes | [2016] 5 SLR 335 | Singapore | Cited for the principle that the state of a man’s mind is a fact. |
| Edgington v Fitzmaurice | Court of Appeal | Yes | (1885) 29 Ch D 459 | England and Wales | Cited for the principle that the state of a man’s mind is a fact. |
| Tan Chin Seng v Raffles Town Club Pte ltd | High Court | Yes | [2003] 3 SLR(R) 307 | Singapore | Cited for the principle that a statement of intention only becomes an actionable misrepresentation if it can be shown that at the time the statement of intention was made, the person who made it had no intention of doing what he asserted he would do. |
| Wee Chiaw Sek Anna v Ng Li-Ann Genevieve | High Court | Yes | [2013] 3 SLR 801 | Singapore | Cited for the principle that the claimant must show or prove that such moneys are a benefit to which it is legally entitled or which forms part of its assets. |
| EFT Holdings, Inc and another v Marinteknik Shipbuilders (S) Pte Ltd and another | High Court | Yes | [2014] 1 SLR 860 | Singapore | Cited for the elements for a claim for unlawful means conspiracy. |
13. Applicable Rules
| Rule Name |
|---|
| No applicable rules |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| No applicable statutes | |
15. Key Terms and Keywords
15.1 Key Terms
- MySQUAR
- Fastacash
- Rising Dragon Singapore Pte Ltd
- HE & SF Properties LP
- Quistclose trust
- Unjust enrichment
- Fraudulent misrepresentation
- Bridging loan
- Share Transfer Form
- Sale and Purchase Agreements
- IPO
- RDPA
- BVI
15.2 Keywords
- trust
- restitution
- contract
- misrepresentation
- conspiracy
- investment
- singapore
- commercial
- court
17. Areas of Law
| Area Name | Relevance Score |
|---|---|
| Quistclose trust | 85 |
| Unjust Enrichment | 80 |
| Trust Law | 75 |
| Failure of Basis | 70 |
| Misrepresentation | 70 |
| Fraud and Deceit | 65 |
| Contract Law | 60 |
| Conspiracy by Unlawful Means | 55 |
| Civil Procedure | 30 |
| Company Law | 20 |
| Arbitration | 15 |
16. Subjects
- Trust Law
- Restitution
- Contract Law
- Tort Law
- Company Law
- Investment Law