La Dolce Vita v Zhang Lan: Equitable Execution, Receivership & Beneficial Ownership
La Dolce Vita Fine Dining Company Limited and La Dolce Vita Fine Dining Group Holdings Limited, the plaintiffs, sought the appointment of receivers over two bank accounts in the name of Success Elegant Trading Limited, the defendant, arguing that Mdm Zhang Lan, also a defendant, was the beneficial owner of the moneys in the bank accounts. The General Division of the High Court of the Republic of Singapore, presided over by Philip Jeyaretnam J, ruled on 2 November 2022, that receivers could be appointed over the bank accounts because the funds belonged beneficially to Mdm Zhang Lan, and it was just and convenient for receivers to be appointed in aid of satisfaction of the judgments.
1. Case Overview
1.1 Court
General Division of the High Court1.2 Outcome
Receivers appointed over the Bank Accounts.
1.3 Case Type
Civil
1.4 Judgment Type
Judgment
1.5 Jurisdiction
Singapore
1.6 Description
Singapore court appoints receivers over bank accounts, finding Zhang Lan beneficially owned the funds despite holding them in a company's name.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| La Dolce Vita Fine Dining Company Limited | Plaintiff | Corporation | Receivers appointed over the Bank Accounts | Won | Han Guangyuan, Keith, Angela Phoon Yan Ling |
| Zhang Lan | Defendant | Individual | Receivers appointed over the Bank Accounts | Lost | Kevin Cheng, Joshua Tan Ming En, Poh Kai Yan, Samuel (Fu Kaiyan) |
| Grand Lan Holdings Group (BVI) Limited | Defendant | Corporation | Receivers appointed over the Bank Accounts | Lost | Kevin Cheng, Joshua Tan Ming En, Poh Kai Yan, Samuel (Fu Kaiyan) |
| Qiao Jiang Lan Development Limited | Defendant | Corporation | Receivers appointed over the Bank Accounts | Lost | Kevin Cheng, Joshua Tan Ming En, Poh Kai Yan, Samuel (Fu Kaiyan) |
| Success Elegant Trading Limited | Defendant | Corporation | Receivers appointed over the Bank Accounts | Lost | Koh Li Qun, Kelvin (Xu Liqun), Kevin Elbert, Tan Shi Ying, Crystal, Phoon Wuei |
| La Dolce Vita Fine Dining Group Holdings Limited | Plaintiff | Corporation | Receivers appointed over the Bank Accounts | Won | Han Guangyuan, Keith, Angela Phoon Yan Ling |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Philip Jeyaretnam | Judge of the High Court | Yes |
4. Counsels
| Counsel Name | Organization |
|---|---|
| Han Guangyuan | Oon & Bazul LLP |
| Keith | Oon & Bazul LLP |
| Angela Phoon Yan Ling | Oon & Bazul LLP |
| Kevin Cheng | Invictus Law Corporation |
| Joshua Tan Ming En | Invictus Law Corporation |
| Poh Kai Yan, Samuel (Fu Kaiyan) | Invictus Law Corporation |
| Koh Li Qun, Kelvin (Xu Liqun) | TSMP Law Corporation |
| Kevin Elbert | TSMP Law Corporation |
| Tan Shi Ying, Crystal | TSMP Law Corporation |
| Phoon Wuei | TSMP Law Corporation |
| Koh Zhen-Xi, Benjamin | Allen & Gledhill LLP |
4. Facts
- LDV and LDV Group are judgment creditors of Mdm Zhang, Grand Lan and Qiao Jiang Lan under two Hong Kong judgments dated 20 May 2020.
- The plaintiffs paid US$254,419,156 into Mdm Zhang’s bank account held with Bank Safra Sarasin Hong Kong between 16 December 2013 and 13 June 2014.
- US$142,051,618 in cash and securities was transferred from the Safra Sarasin Account to a Credit Suisse AG bank account held in SETL’s name between 10 March 2014 and 21 July 2014.
- US$85,225,000 was transferred from the CS Account to SETL’s bank account with Deutsche Bank AG between 27 March 2014 and 27 November 2014.
- The CS Account and the DB Account contain approximately US$22,005,981 and US$33,373,585 respectively.
- Mdm Zhang was the owner of the sole share in SETL from the point of incorporation until 4 June 2014 when she transferred the share to AsiaTrust Limited.
- The Success Elegant Trust is a family trust settled by Mdm Zhang for the benefit of her son, Mr Wang Xiaofei and his children and remoter issue.
5. Formal Citations
- La Dolce Vita Fine Dining Co Ltd v Zhang Lan and others and another matter, HC/OS 1139/2020, [2022] SGHC 278
- La Dolce Vita Fine Dining Co Ltd v Zhang Lan and others and another matter, HC/OS 1140/2020, [2022] SGHC 278
6. Timeline
| Date | Event |
|---|---|
| Plaintiffs paid US$254,419,156 into Mdm Zhang’s bank account held with Bank Safra Sarasin Hong Kong | |
| Success Elegant Trading Limited incorporated | |
| Mdm Zhang appointed sole director of SETL | |
| ATP Directors Limited replaced Mdm Zhang as sole director of SETL | |
| US$142,051,618 in cash and securities was transferred from the Safra Sarasin Account to a Credit Suisse AG bank account held in SETL’s name | |
| US$85,225,000 was transferred from the CS Account to SETL’s bank account with Deutsche Bank AG | |
| Declaration of trust for the Success Elegant Trust | |
| Mdm Zhang transferred the sole share in SETL to AsiaTrust Limited | |
| Hong Kong judgments dated | |
| Singapore Orders granted | |
| Hearing commenced | |
| Judgment reserved |
7. Legal Issues
- Whether receivers may be appointed over property in which the judgment debtor has no equitable interest but does have effective control
- Outcome: The court held that receivers may not be appointed over property where the judgment debtor has no equitable interest and no enforceable right in relation to it.
- Category: Substantive
- Whether Mdm Zhang beneficially owns the moneys in the Bank Accounts
- Outcome: The court found that Mdm Zhang beneficially owns the moneys in the Bank Accounts.
- Category: Substantive
8. Remedies Sought
- Appointment of receivers over the moneys and securities held in the Bank Accounts
9. Cause of Actions
- Enforcement of Hong Kong Judgments
- Application for Appointment of Receivers
10. Practice Areas
- Commercial Litigation
- Trusts Law
- Civil Procedure
11. Industries
- Finance
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| JSC VTB Bank v Skurikhin and others | English High Court | Yes | [2015] EWHC 2131 (Comm) | England and Wales | Cited by the plaintiffs to support the argument that Mdm Zhang exercised a level of control over assets tantamount to ownership. |
| JSC VTB Bank (a company incorporated in Russia) v Skurikhin and others | English High Court | Yes | [2019] EWHC 1407 (Comm) | England and Wales | Cited to discuss the significance of de facto control over assets and whether it justifies treating a third party’s assets as belonging to a judgment debtor in equity. |
| JSC VTB Bank (a company incorporated in Russia) v Skurikhin and others | English Court of Appeal | Yes | [2021] 1 WLR 434 | England and Wales | Cited as the judgment in the appeal from Skurikhin No. 2, noting its focus on abuse of process. |
| Tasarruf Mevduati Sigorta Fonu v Merrill Lynch Bank and Trust Co (Cayman) Ltd and others | N/A | Yes | [2012] 1 WLR 1721 | Cayman Islands | Cited as an English authority concerning rights that a judgment debtor has and which a receiver, if appointed, may then exercise in the debtor’s stead. |
| Blight v Brewster | English High Court | Yes | [2012] EWHC 165 (Ch) | England and Wales | Cited as an English authority concerning rights that a judgment debtor has and which a receiver, if appointed, may then exercise in the debtor’s stead. |
| Chan Yuen Lan v See Fong Mun | High Court | Yes | [2014] 3 SLR 1048 | Singapore | Cited for the principle that there is no need to resort to presumptions in a case where there is both direct and indirect evidence of the transferor’s intention. |
| Tan Yok Koon v Tan Choo Suan and another and other appeals | High Court | Yes | [2017] 1 SLR 654 | Singapore | Cited for the principle that the court objectively assesses the transferor’s subjective intention at the time of the transfers. |
| Nightingale Mayfair Ltd v Mehta and others | N/A | Yes | [1999] All ER(D) 1501 | N/A | Cited for the inference that when an individual provides his funds to a company that he wholly owns so that it may purchase a property, his intention is probably for the company legally and beneficially to own first the money and then the property purchased with that money. |
13. Applicable Rules
| Rule Name |
|---|
| No applicable rules |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Civil Law Act 1909 | Singapore |
| Rules of Court (Cap 322, R 5, 2014 Rev Ed) | Singapore |
| Evidence Act 1893 | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Equitable execution
- Receivership
- Beneficial ownership
- Resulting trust
- De facto control
- Effective control
- Bank Accounts
- SG Freezing Orders
- Success Elegant Trust
- SETL
15.2 Keywords
- Equitable execution
- Receivership
- Beneficial ownership
- Trust
- Singapore
- High Court
16. Subjects
- Civil Procedure
- Trust Law
- Evidence Law
17. Areas of Law
- Civil Procedure
- Judgments and orders
- Enforcement
- Equitable execution
- Evidence
- Proof of Evidence
- Admissions
- Gifts
- Donors
- Trusts
- Resulting trusts