BCS Business Consulting Services v Baker: Anti-Suit Injunction & Protection of Singapore Court Judgments

The Singapore Court of Appeal dismissed an appeal by BCS Business Consulting Services Pte Ltd, Marcus Weber, and Renslade Holdings Limited against Michael A Baker, executor of Chantal Burnison's estate. The court upheld the anti-suit injunction granted by the Singapore International Commercial Court (SICC), which restrained the appellants from prosecuting proceedings in California relating to the existence, validity, and enforceability of a trust. The Court of Appeal found that the appellants were attempting to relitigate issues already decided by the SICC in a prior judgment, thereby undermining the Singapore court's processes and judgments.

1. Case Overview

1.1 Court

Court of Appeal of the Republic of Singapore

1.2 Outcome

Appeal Dismissed

1.3 Case Type

Civil

1.4 Judgment Type

Judgment

1.5 Jurisdiction

Singapore

1.6 Description

Singapore Court of Appeal grants anti-suit injunction to protect its judgment, preventing relitigation of trust validity in California.

1.7 Decision Date

20 September 2022

2. Parties and Outcomes

Party Name	Role	Type	Outcome	Outcome Type	Counsels
BCS Business Consulting Services Pte Ltd	Appellant, Defendant	Corporation	Appeal Dismissed	Lost	Kevin Elbert of TSMP Law Corporation Thio Shen Yi of TSMP Law Corporation Goh Enchi Jeanne of TSMP Law Corporation Ee Eng Yew Justin of TSMP Law Corporation
Marcus Weber	Appellant, Defendant	Individual	Appeal Dismissed	Lost	Kevin Elbert of TSMP Law Corporation Thio Shen Yi of TSMP Law Corporation Goh Enchi Jeanne of TSMP Law Corporation Ee Eng Yew Justin of TSMP Law Corporation
Renslade Holdings Limited	Appellant, Defendant	Corporation	Appeal Dismissed	Lost	Kevin Elbert of TSMP Law Corporation Thio Shen Yi of TSMP Law Corporation Goh Enchi Jeanne of TSMP Law Corporation Ee Eng Yew Justin of TSMP Law Corporation
Michael A Baker (executor of the estate of Chantal Burnison, deceased)	Respondent, Plaintiff	Individual	Appeal Upheld	Won	Tay Hong Zhi Gerald of Drew & Napier LLC Woo Shu Yan of Drew & Napier LLC Lim Qiu Yi, Regina of Drew & Napier LLC

3. Judges

Judge Name	Title	Delivered Judgment
Steven Chong	Justice of the Court of Appeal	Yes
Belinda Ang Saw Ean	Judge of the Appellate Division	No
Arjan Sikri	International Judge	No

4. Counsels

Counsel Name	Organization
Kevin Elbert	TSMP Law Corporation
Thio Shen Yi	TSMP Law Corporation
Goh Enchi Jeanne	TSMP Law Corporation
Ee Eng Yew Justin	TSMP Law Corporation
Tay Hong Zhi Gerald	Drew & Napier LLC
Woo Shu Yan	Drew & Napier LLC
Lim Qiu Yi, Regina	Drew & Napier LLC

4. Facts

Michael Baker, as executor of Chantal Burnison's estate, sued BCS Business Consulting Services and others for breach of fiduciary duties as trustees.
The claim involved an oral trust agreement to hold and manage assets for Chantal Burnison.
BCS commenced proceedings in California against Baker and BCS Pharma Corporation.
Baker prevailed in the Singapore International Commercial Court (SICC).
BCS amended its complaint in California to include a claim in judicial estoppel.
The judicial estoppel claim was based on representations Chantal made in US bankruptcy proceedings.
Baker sought an anti-suit injunction to restrain BCS from prosecuting the California proceedings.

5. Formal Citations

BCS Business Consulting Services Pte Ltd and othersvBaker, Michael A (executor of the estate of Chantal Burnison, deceased), Civil Appeal No 70 of 2021, [2022] SGCA(I) 7

6. Timeline

Date	Event
1999-03-31	BCS Business Consulting Services Pte Ltd incorporated in Singapore
2003-06-26	BCS and Nu Skin International Inc enter supply and distribution agreement
2016-10-01	Chantal Burnison passed away
2017-11-01	Michael A Baker commenced SIC/S 3/2018 (Suit 3) on behalf of the Estate
2019-08-08	BCS commenced Californian Proceedings
2020-02-01	SICC heard legal submissions on California law
2020-04-17	US District Court disallowed application to dismiss Californian Proceedings
2020-04-29	Suit 3 Judgment delivered
2020-05-08	CA/CA 76/2020 filed
2020-06-24	Parties agreed to stay Californian Proceedings pending appeal against Suit 3 Judgment
2020-06-30	US District Court ordered stay of Californian Proceedings
2021-01-19	CA 76 dismissed by the Court of Appeal
2021-03-01	Parties filed joint status report in Californian Proceedings
2021-04-27	BCS filed First Amended Complaint in Californian Proceedings
2021-05-14	Respondent filed SIC/SUM 25/2021 for payment due on the taking of accounts
2021-06-16	Respondent applied for an anti-suit injunction (SUM 37)
2021-08-27	BCS filed Second Amended Complaint in Californian Proceedings
2021-12-27	SICC rendered decision in SUM 25
2022-04-07	BCS filed Third Amended Complaint in Californian Proceedings
2022-07-26	Judgment reserved
2022-09-21	Judgment delivered

7. Legal Issues

Anti-Suit Injunction
- Outcome: The Court of Appeal upheld the grant of the anti-suit injunction.
- Category: Procedural
- Sub-Issues:
  - Protection of court processes
  - Vexatious and oppressive conduct
  - Abuse of process
Relitigation of Issues
- Outcome: The court found that the appellants were attempting to relitigate issues already decided in a prior judgment.
- Category: Substantive
- Sub-Issues:
  - Res judicata
  - Collateral attack on judgment
Enforceability of Trust
- Outcome: The court previously found the trust to be valid and enforceable, and the current proceedings sought to undermine that finding.
- Category: Substantive
- Sub-Issues:
  - Validity of trust
  - Illegality
  - Public policy

8. Remedies Sought

Anti-Suit Injunction
Declaratory Judgment

9. Cause of Actions

Breach of Fiduciary Duty
Judicial Estoppel

10. Practice Areas

Commercial Litigation
International Litigation
Trusts and Estates

11. Industries

Cosmetics

12. Cited Cases

Case Name	Court	Affirmed	Citation	Jurisdiction	Significance
Baker, Michael A (executor of the estate of Chantal Burnison, deceased) v BCS Business Consulting Services Pte Ltd and others	Court of Appeal	Yes	[2022] SGCA(I) 8	Singapore	Related appeal against another decision of the SICC in respect of sums due on the taking of accounts.
Baker, Michael A (executor of the estate of Chantal Burnison, deceased) v BCS Business Consulting Services Pte Ltd and others	Singapore International Commercial Court	Yes	[2022] 3 SLR 103	Singapore	Details the background leading to the present appeal.
Baker, Michael A (executor of the estate of Chantal Burnison, deceased) v BCS Business Consulting Services Pte Ltd and others	Singapore International Commercial Court	Yes	[2020] 4 SLR 85	Singapore	The Suit 3 Judgment in which the SICC found that the respondent had established, on a prima facie basis, the existence of the Trust Agreement and that the Trust was validly constituted.
Ochroid Trading Ltd and another v Chua Siok Lui (trading as VIE Import & Export) and another	Court of Appeal	Yes	[2018] 1 SLR 363	Singapore	Applied the approach in this case to find that the Trust Agreement was not prohibited under any Singapore statute or under any established head of common law public policy.
In re Torrez	United States Court of Appeals for the Ninth Circuit	Yes	827 F 2d 1299	United States	Considered the four factors set out in this case in deciding whether to enforce an illegal trust.
Henderson v Henderson	High Court of Chancery	Yes	(1843) 3 Hare 100	England and Wales	In line with the doctrine in this case, it would be vexatious and oppressive to permit BCS to drip feed issues in multiple fora.
Lakshmi Anil Salgaocar v Jhaveri Darsan Jitendra	Court of Appeal	Yes	[2019] 2 SLR 372	Singapore	Applied the general principles relating to the grant of an anti-suit injunction as set out in this case.
Société Nationale Industrielle Aerospatiale v Lee Kui Jak	Privy Council	Yes	[1987] AC 871	United Kingdom	Applied the general principles relating to the grant of an anti-suit injunction as derived from this case.
John Reginald Stott Kirkham and others v Trane US Inc and others	High Court	Yes	[2009] 4 SLR(R) 428	Singapore	Observed that there are five non-exhaustive key factors that the court will consider in deciding whether to grant such an injunction as set out in this case.
South Carolina Insurance Co v Assurantie Maatschappij “de Zeven Provincien” NV	House of Lords	Yes	[1987] AC 24	United Kingdom	The need to protect the processes, jurisdiction or judgments of the forum court.
Masri v Consolidated Contractors International (UK) Ltd and others (No 3)	Court of Appeal	Yes	[2009] QB 503	England and Wales	The need to protect the processes, jurisdiction or judgments of the forum court and vexatious and oppressive conduct.
Beckkett Pte Ltd v Deutsche Bank AG	Court of Appeal	Yes	[2011] 2 SLR 96	Singapore	The need to protect the processes, jurisdiction or judgments of the forum court.
CSR Ltd v Cigna Insurance Australia Ltd and others	Federal Court of Australia	Yes	[1997] 146 ALR 402	Australia	The disruption by the foreign proceedings to the forum court’s processes and judgments.
Stichting Shell Pensioenfonds v Krys and another	Supreme Court	Yes	[2015] AC 616	United Kingdom	The focus is on the personal equities between the parties.
Australian Securities and Investments Commission v AGM Markets Pty Ltd (No 2)	Federal Court of Australia	Yes	[2018] FCA 1470	Australia	The injunction will only be granted where it is in the interests of justice to do so.
Bank of Tokyo Ltd v Karoon and another	House of Lords	Yes	[1987] AC 45	United Kingdom	The very existence of an advantage outside the forum which may justify injunctive relief.
Jones v Treasury Wine Estates Limited	Federal Court of Australia	Yes	[2016] FCAFC 59	Australia	The very existence of an advantage outside the forum which may justify injunctive relief.
Booth v Leycester	Court of Chancery	Yes	(1837) 1 Keen 579	England and Wales	The fact that the respondent is seeking to relitigate in a foreign jurisdiction matters which are already res judicata between himself and the applicant by reason of an English judgment can be sufficient ground for the grant of an anti-suit injunction.
Arab Monetary Fund v Hashim & Others (No 6)	Court of Appeal	Yes	(1992) Times, 24 July	England and Wales	It would be hardship for one of the parties to have to litigate matters which have already been determined in its favour before another court.
Beckkett Pte Ltd v Deutsche Bank AG and another	High Court	Yes	[2011] 1 SLR 524	Singapore	Applied the principle in Masri, where the plaintiff company had commenced an action against the defendant bank in Singapore and then brought an action in the South Jakarta District Court claiming the same reliefs as those sought in the Singapore action.
Elektrim SA v Vivendi Holdings 1 Corporation	Commercial Court	Yes	[2009] 1 Lloyd’s Rep 59	England and Wales	Seeking to litigate abroad issues which could and should have been the subject of a decision in the forum court.
Glencore International AG v Exter Shipping Ltd & Ors	High Court	Yes	[2002] CLC 1090	England and Wales	Seeking to litigate abroad issues which could and should have been the subject of a decision in the forum court.
E.D. & F. Man (Sugar) Ltd v Yani Haryanto (No. 2)	Court of Appeal	Yes	[1991] 1 Lloyd’s Rep 429	England and Wales	It would be wrong for an ASI to be issued to prevent the reliance by Mr Haryanto on the Indonesian judgment in Indonesia or any third countries.
Owners of the Ship “Al Khattiya” v Owners and/or Demise Charterers of the Ship “Jag Laadki”	High Court	Yes	[2018] 2 Lloyd’s Rep 243	England and Wales	Where an injunction is sought on the basis that the defendant’s conduct constitutes an abuse of the forum court’s process, it is not generally necessary to demonstrate that the court is the natural forum for the dispute which is the subject matter in the foreign court.
SAS Institute Inc v World Programming Ltd	Court of Appeal	Yes	[2020] EWCA Civ 599	England and Wales	The existence of a sufficient interest on the part of the forum court will generally be self-evident in cases where the injunction is necessary for the protection of the processes, jurisdiction or judgments of the forum court.
Airbus Industrie G.I.E. v Patel and others	House of Lords	Yes	[1999] 1 AC 119	United Kingdom	Comity requires that the forum court has sufficient interest or sufficient connection with the case before it grants an ASI.
Barclays Bank plc v Homan and others	High Court	Yes	[1993] BCLC 680	England and Wales	There must be a good reason why the decision to stop the foreign proceedings should be made here rather than there.
Midland Bank Plc v Laker Airways Ltd	Court of Appeal	Yes	[1986] QB 689	England and Wales	The relevant transactions may be considered as predominantly of the character of the forum court.
Laker Airways Ltd v Sabena, Belgian World Airlines	United States Court of Appeals for the District of Columbia Circuit	Yes	731 F 2d 909	United States	To protect the public policies of the forum.
Shell International Petroleum Co Ltd v Coral Oil Co Ltd	High Court	Yes	[1999] 2 Lloyd’s Law Rep 606	England and Wales	The English court had very strong interest in ensuring that the plaintiff, who had already obtained an ASI in England restraining the defendant from pursuing a prior related claim in Lebanon, not be subject to further vexatious litigation.
Ardila Investments NV v ENRC NV	High Court	Yes	[2015] EWHC 1667 (Comm)	England and Wales	The need to protect the judgments of the forum court extends to anticipated judgments of the court.
Evergreen International SA v Volkswagen Group Singapore Pte Ltd and others	High Court	Yes	[2004] 2 SLR(R) 457	Singapore	Whether or not injustice would be caused to the applicants for an ASI by not granting the injunction.
VKC v VJZ and another	Court of Appeal	Yes	[2021] 2 SLR 753	Singapore	Whether or not injustice would be caused to the applicants for an ASI by not granting the injunction.
In re Roussos	United States Bankruptcy Court for the Central District of California	Yes	541 BR 721	United States	This case was held to be a codification of the Court’s inherent power to investigate whether a judgment was obtained by fraud.

13. Applicable Rules

Rule Name
Order 110 r 25(1) of the Rules of Court (Cap 322, R 5, 2014 Rev Ed)

14. Applicable Statutes

Statute Name	Jurisdiction
Crimes and Criminal Procedure 18 USC (US) §§ 152	United States
Crimes and Criminal Procedure 18 USC (US) §§ 157	United States
Racketeer Influenced And Corrupt Organizations Act, 18 USC (US) §§ 1962(b)	United States
Racketeer Influenced And Corrupt Organizations Act, 18 USC (US) §§ 1962(c)	United States
California Business & Professions Code (US) §§ 17200	United States

15. Key Terms and Keywords

15.1 Key Terms

Anti-Suit Injunction
Trust Agreement
Judicial Estoppel
Californian Proceedings
Ethocyn Rights
Trust Assets
SICC
Res Judicata
Vexatious and Oppressive Conduct
Abuse of Process

15.2 Keywords

anti-suit injunction
trust
Singapore
California
litigation
court
judgment
legal
appeal

17. Areas of Law

Area Name	Relevance Score
Anti-suit injunction	95
Injunctions	75
Restraint of foreign proceedings	70
Natural forum	60
Civil Procedure	60
Comity	50
Estoppel	40

16. Subjects

Civil Litigation
International Law
Trusts
Injunctions