Lim Lai Soon v Tan Hong Sin: Beneficial Ownership of Shares & Patents Dispute

In Lim Lai Soon v Tan Hong Sin, the Singapore High Court addressed a dispute over the beneficial ownership of shares in Friendlypack Sdn Bhd and related companies, as well as two patents, arising from divorce proceedings. The plaintiff, Lim Lai Soon, claimed that the first defendant, Tan Hong Sin, was the beneficial owner of these assets and sought a declaration to that effect. The court found in favor of the plaintiff, determining that Tan Hong Sin held beneficial ownership of a significant portion of the shares in Friendlypack Malaysia, Duramin, Friendlypack Singapore and Friendlypack Thailand.

1. Case Overview

1.1 Court

General Division of the High Court of the Republic of Singapore

1.2 Outcome

Judgment for Plaintiff

1.3 Case Type

Civil

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

Singapore High Court case concerning beneficial ownership of company shares and patents in a divorce proceeding. Judgment for Plaintiff.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Tan Siew HuiDefendantIndividualPartial LossPartial
Lim Lai SoonPlaintiffIndividualJudgment for PlaintiffWon
Tan Hong SinDefendantIndividualPartial LossPartial
Koh Choon HeongDefendantIndividualNeutralNeutral
Philip Tan Pei YeanzDefendantIndividualPartial LossPartial
Friendlypack Sdn BhdDefendantCorporationPartial LossPartial
Duramin Sdn BhdDefendantCorporationPartial LossPartial
Friendlypack (S) Pte LtdDefendantCorporationPartial LossPartial
Friendly Pack (Thailand) Co LtdDefendantCorporationPartial LossPartial
Teo Eng WahDefendantIndividualWithdrawnWithdrawn

3. Judges

Judge NameTitleDelivered Judgment
Aedit AbdullahJudgeYes

4. Counsels

Counsel NameOrganization
Khoo Kah Lip MichaelMichael Khoo & Partners
Josephine LowMichael Khoo & Partners
Lok Vi MingLVM Law Chambers LLC
Qabir Singh SandhuLVM Law Chambers LLC
Siow Xian Qi NatalieLVM Law Chambers LLC
Ling Daw Hoang PhilipWong Tan & Molly Lim LLC
Chua Cheng YewWong Tan & Molly Lim LLC
Andrea Kristin ArriolaWong Tan & Molly Lim LLC
Fan Kin NingDOP Law Corporation
Varsha KrishnanDOP Law Corporation

4. Facts

  1. Plaintiff and first defendant were married on 16 January 1993.
  2. Divorce proceedings commenced on 22 June 2017.
  3. The suit arose out of a dispute in the divorce proceedings regarding the inclusion of shares and patents as matrimonial assets.
  4. The plaintiff contended that the first defendant was the beneficial owner of the assets.
  5. The first defendant claimed his relatives were the true beneficial owners.
  6. The legal shareholdings of the companies were not disputed.
  7. The first defendant is responsible for the day-to-day operations of the companies.

5. Formal Citations

  1. Lim Lai Soon v Tan Hong Sin and others, Suit No 704 of 2018, [2022] SGHC 289

6. Timeline

DateEvent
Plaintiff and first defendant married
Plaintiff commenced divorce proceedings against the first defendant
Interim judgment granted in divorce proceedings
Present suit filed
Plaintiff filed a Notice of Discontinuance to discontinue the action against the eighth defendant
Trial began
Trial concluded
Arguments heard
Brief remarks released
Judgment issued

7. Legal Issues

  1. Beneficial Ownership of Shares
    • Outcome: The court determined that the first defendant was the beneficial owner of a significant portion of the shares.
    • Category: Substantive
    • Sub-Issues:
      • Presumption of resulting trust
      • Financial contributions
      • Intention of parties
    • Related Cases:
      • [2014] 3 SLR 1048
  2. Requirements for Grant of Declaration
    • Outcome: The court was satisfied that there was no viable assertion on the evidence before it that others not before the Court would likely have any claim.
    • Category: Procedural
    • Sub-Issues:
      • Joinder of parties
      • Affected interests
    • Related Cases:
      • [2006] 1 SLR(R) 112
  3. Effect of Departure from Pleadings
    • Outcome: The court found that the seventh defendant's departure from her pleadings undermined her evidence in a substantial way.
    • Category: Procedural
    • Sub-Issues:
      • Inconsistent testimony
      • Undermining evidence
    • Related Cases:
      • [2020] SGCA 117

8. Remedies Sought

  1. Declaratory Relief

9. Cause of Actions

  • Declaration of Beneficial Ownership

10. Practice Areas

  • Commercial Litigation
  • Trust Litigation
  • Shareholder Disputes

11. Industries

  • Manufacturing

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
Chan Yuen Lan v See Fong MunSingapore Law ReportsYes[2014] 3 SLR 1048SingaporeCited for the principle that legal ownership of an asset is presumed to mirror the beneficial ownership in the absence of unequal financial contributions.
Karaha Bodas Co LLC v Pertamina Energy Trading Ltd and another appealSingapore Law Reports (Reissue)Yes[2006] 1 SLR(R) 112SingaporeCited for the principle that all parties whose interests may be affected should be joined in a suit.
Fan Ren Ray and others v Toh Fong Peng and othersSingapore Court of AppealYes[2020] SGCA 117SingaporeCited for the principle that parties are bound by the cases they plead.
V Nithia (co-administratrix of the estate of Ponnusamy Sivapakiam, deceased) v Buthmanaban s/o Vaithilingam and anotherSingapore Law ReportsYes[2015] 5 SLR 1422SingaporeCited regarding instances where trustees could not or did not represent the interests of the beneficiaries.
Pan-Electric Industries Ltd (in liquidation) v Sim Lim Finance Ltd and othersSingapore Law Reports (Reissue)Yes[1993] 2 SLR(R) 154SingaporeCited for the principle that dividend movements are relevant to a court’s determination of beneficial interests.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute NameJurisdiction
Rules of Court (2014 Rev Ed) O 15 r 14Singapore

15. Key Terms and Keywords

15.1 Key Terms

  • Beneficial Ownership
  • Shares
  • Patents
  • Resulting Trust
  • Matrimonial Assets
  • Dividends
  • Financial Contributions

15.2 Keywords

  • Beneficial Ownership
  • Shares
  • Divorce
  • Trusts
  • Singapore
  • High Court

17. Areas of Law

Area NameRelevance Score
Company Law70
Trust Law65
Beneficiaries Rights60
Shares50
Matrimonial Assets40
Family Law30
Contract Law20
Civil Litigation20

16. Subjects

  • Trusts
  • Companies
  • Family Law