BTHMB Holdings Pte Ltd v Kim Byung Gun: Dispute over Cryptocurrency Sale Proceeds & Contractual Terms
In BTHMB Holdings Pte Ltd v Kim Byung Gun, the General Division of the High Court of Singapore addressed a dispute over the ownership of approximately US$22 million in cryptocurrency sale proceeds. BTHMB Holdings Pte Ltd, the plaintiff, sued Dr. Kim Byung Gun, the defendant, for the balance of sale proceeds he received from selling BXA Coins. Dr. Kim counterclaimed for reimbursement of expenses. The court found that BTHMB owned the BXA Coins, Dr. Kim had an obligation to pay the sale proceeds to BTHMB, and Dr. Kim did not fully discharge that obligation. The court ruled in favor of BTHMB, ordering Dr. Kim to pay the balance of the sale proceeds less certain set-offs.
1. Case Overview
1.1 Court
General Division of the High Court of the Republic of Singapore1.2 Outcome
Judgment for Plaintiff
1.3 Case Type
Civil
1.4 Judgment Type
Judgment
1.5 Jurisdiction
Singapore
1.6 Description
BTHMB sues Dr. Kim over cryptocurrency sale proceeds. The court examines contractual terms and Dr. Kim's obligations, ruling in favor of BTHMB.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| BTHMB Holdings Pte Ltd | Plaintiff | Corporation | Judgment for Plaintiff | Won | Chan Tai-Hui Jason SC, Leong Yi-Ming, Tan Xue Yang |
| Kim Byung Gun | Defendant | Individual | Counterclaim Allowed in Part, Judgment Against Defendant | Partial, Lost | Palmer Michael Anthony, Reuben Tan Wei Jer, Joel Raj Moosa, Nadine Victoria Neo Su Hui |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Andre Maniam | Judge of the High Court | Yes |
4. Counsels
| Counsel Name | Organization |
|---|---|
| Chan Tai-Hui Jason SC | Allen & Gledhill LLP |
| Leong Yi-Ming | Allen & Gledhill LLP |
| Tan Xue Yang | Allen & Gledhill LLP |
| Palmer Michael Anthony | Quahe Woo & Palmer LLC |
| Reuben Tan Wei Jer | Quahe Woo & Palmer LLC |
| Joel Raj Moosa | Quahe Woo & Palmer LLC |
| Nadine Victoria Neo Su Hui | Quahe Woo & Palmer LLC |
4. Facts
- Dr. Kim incorporated BTHMB Holdings Pte Ltd on 23 August 2018.
- BTHMB issued its own cryptocurrency, BXA Coin.
- BTHMB was the vehicle for the purchase of a majority shareholding in Bithumb Korea.
- A Coin Issuance Agreement was entered into between SGBK, Mr JH Lee, BKSG, and BTHMB.
- Dr Kim's personal bank account was designated to receive proceeds from token sales.
- Oran G provided documents showing that US$22,280,970 had been collected as sale proceeds and received by Dr Kim.
- Dr Kim stated that he had collected sale proceeds totalling US$22,837,919 and 44,543,429 HDAC Coins.
5. Formal Citations
- BTHMB Holdings Pte Ltd v Kim Byung Gun, Suit No 629 of 2019, [2022] SGHC 193
6. Timeline
| Date | Event |
|---|---|
| BTHMB Holdings Pte Ltd incorporated | |
| Transaction documents entered into for purchase of majority shareholding in Bithumb Korea Co Ltd | |
| Coin Issuance Agreement entered into between SGBK, Mr JH Lee, BKSG, and BTHMB | |
| Dr Kim appointed as one of BTHMB's joint managing directors | |
| BTHMB board meeting where Dr Kim proposed Oran G be appointed as third-party agent | |
| Approval given for 20 billion BXA Coins to be generated | |
| Mandate agreement entered into between BTHMB and Oran G | |
| BTHMB board meeting where it was resolved that Dr Kim’s personal banking account would be designated to receive proceeds from Oran G’s token sale activities | |
| Mandate agreement entered into between BTHMB and Oran G | |
| Two deposits made into BTHMB’s Maybank USD account | |
| Dr Kim resigned from his positions at BTHMB | |
| Oran G provided documents showing that a total of US$22,280,970 had been collected as sale proceeds and received by Dr Kim | |
| Mr Choi Dae Yeol emailed Dr Kim requesting information related to BXA token sale | |
| Dr Kim replied to Mr Choi’s 17 April 2019 email, attaching a table as a summary of the BXA Coin sales | |
| Date of writ | |
| Affidavit of Evidence-in-Chief of Choi Dae Yeol affirmed | |
| Affidavit of Evidence-in-Chief of Hwang Sunghwan sworn | |
| Affidavit of Evidence-in-Chief of Woo Ahram sworn | |
| Affidavit of Evidence-in-Chief of Kim Byung Gun affirmed | |
| Hearing began | |
| Hearing concluded | |
| Judgment reserved |
7. Legal Issues
- Breach of Contract
- Outcome: The court found that Dr. Kim had an obligation to pay the sale proceeds to BTHMB.
- Category: Substantive
- Ownership of Cryptocurrency
- Outcome: The court found that BTHMB owned the BXA Coins that were sold.
- Category: Substantive
- Fiduciary Duties of a Director
- Outcome: The court found that Dr. Kim, as a director, owed fiduciary duties to BTHMB.
- Category: Substantive
- Obligations of an Agent
- Outcome: The court found that Dr. Kim was acting as an agent of BTHMB.
- Category: Substantive
- Obligations of a Trustee
- Outcome: The court found that Dr. Kim was a trustee in relation to the BXA Coins and their sale proceeds.
- Category: Substantive
- Proof of Payment
- Outcome: The court found that Dr. Kim had not proved that the payments he made were payments of BXA Coin sale proceeds.
- Category: Procedural
- Related Cases:
- [2016] 1 SLR 1471
- [2013] SGHC 144
8. Remedies Sought
- Monetary Damages
- Account of Profits
9. Cause of Actions
- Breach of Contract
- Breach of Fiduciary Duty
- Unjust Enrichment
10. Practice Areas
- Commercial Litigation
- Corporate Law
11. Industries
- Financial Services
- Technology
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Ding Auto Pte Ltd v Yip Kin Lung and others | High Court | Yes | [2019] SGHC 243 | Singapore | Cited for the definition of agency. |
| Public Prosecutor v Lam Leng Hung and others | High Court | Yes | [2018] 1 SLR 659 | Singapore | Cited for the definition of agency. |
| SCT Technologies Pte Ltd v Western Copper Co Ltd | High Court | Yes | [2016] 1 SLR 1471 | Singapore | Cited for the principle that the legal burden of proving the nature of payments rests on the party asserting it. |
| Ma Ong Kee v Cham Poh Meng | High Court | Yes | [2013] SGHC 144 | Singapore | Cited for the principle that the legal burden of proving the nature of payments rests on the party asserting it. |
| Guy Neale and others v Nine Squares Pty Ltd | High Court | Yes | [2015] 1 SLR 1097 | Singapore | Cited for the requirements to establish a trust relationship. |
| Libertarian Investments Ltd v Thomas Alexej Hall | High Court | Yes | (2013) 16 HCCFAR 681 | Hong Kong | Cited for the principle that a director, agent, and trustee is an accounting party. |
| UVJ v UVH | High Court | Yes | [2020] 2 SLR 336 | Singapore | Cited for the principle that a director, agent, and trustee is an accounting party. |
13. Applicable Rules
| Rule Name |
|---|
| No applicable rules |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Companies Act 1967 | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- BXA Coin
- Cryptocurrency
- Coin Issuance Agreement
- Bithumb Korea
- Sale Proceeds
- Token Sales
- Fiduciary Duty
- Agency
- Trustee
- Share Capital
15.2 Keywords
- cryptocurrency
- contract
- fiduciary duty
- agency
- trust
- BTHMB
- Kim Byung Gun
- BXA Coin
- sale proceeds
16. Subjects
- Contract Law
- Cryptocurrency
- Company Law
- Agency
- Trusts
17. Areas of Law
- Contract Law
- Cryptocurrency Law
- Agency Law
- Trust Law
- Company Law