Loy Wei Ezekiel v Yip Holdings: Appeal on Setting Aside Default Judgment for Breach of Fiduciary Duty
Loy Wei Ezekiel appealed against the decision of the High Court of Singapore, which upheld the assistant registrar's decision not to set aside a default judgment obtained by Yip Holdings Pte Ltd against him. The claim was for breach of fiduciary duties and misappropriation of funds. The Appellate Division of the High Court dismissed the appeal, finding that Loy Wei Ezekiel failed to establish a prima facie defense and that no triable issues existed. The court also dismissed Loy Wei Ezekiel's application to adduce further evidence.
1. Case Overview
1.1 Court
Appellate Division of the High Court1.2 Outcome
Appeal Dismissed
1.3 Case Type
Civil
1.4 Judgment Type
Grounds of Decision
1.5 Jurisdiction
Singapore
1.6 Description
Appeal regarding setting aside a default judgment against Loy Wei Ezekiel for breach of fiduciary duty. The court dismissed the appeal, finding no triable issues.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Loy Wei Ezekiel | Appellant, Defendant | Individual | Appeal Dismissed | Lost | |
| Yip Holdings Pte Ltd | Respondent, Plaintiff | Corporation | Appeal Dismissed | Won |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Belinda Ang Saw Ean | Justice of the Court of Appeal | No |
| Woo Bih Li | Judge of the Appellate Division | No |
| Hoo Sheau Peng | Judge of the High Court | Yes |
4. Counsels
| Counsel Name | Organization |
|---|---|
| Lim Tean | Carson Law Chambers |
| Yeoh Oon Weng Vincent | Malkin & Maxwell LLP |
4. Facts
- Mr. Loy was a director and majority shareholder of Yip Holdings.
- Mr. Yip was a director and minority shareholder of Yip Holdings.
- Yip Holdings obtained a loan of $4m from Ethoz Capital Ltd, secured by Mr. Yip's property.
- A sum of $1,268,500 (the Balance Sum) from the loan was transferred to YLPL, a company solely owned by Mr. Loy.
- The Balance Sum was then transferred to Mr. Loy's personal bank account.
- Yip Holdings commenced Suit 836, claiming breach of duty by Mr. Loy for misappropriating the Balance Sum.
- A default judgment was obtained against Mr. Loy when he failed to enter an appearance.
5. Formal Citations
- Loy Wei Ezekiel v Yip Holdings Pte Ltd and another matter, Civil Appeal No 3 of 2022, [2022] SGHC(A) 43
6. Timeline
| Date | Event |
|---|---|
| Mr. Loy met Mr. Yip. | |
| Mr. Loy was appointed a director of Yip Holdings. | |
| Shares in Yip Holdings were transferred to Mr. Loy. | |
| Notifications lodged with ACRA regarding Mr. Loy's appointment and share transfers. | |
| Yip Holdings entered into a loan agreement with Ethoz Capital Ltd. | |
| Mr. Loy transferred the Balance Sum to the bank account of Yip & Loy Pte Ltd. | |
| Mr. Yip and Yip Holdings commenced Suit 703 against Mr. Loy and PSPL. | |
| Judgment delivered in Yip Fook Chong (alias Yip Ronald) and another v Loy Wei Ezekiel and another [2020] SGHC 84. | |
| Mr. Yip filed HC/OS 526/2020 for leave to commence an action against Mr. Loy. | |
| Pang Khang Chau J granted the application in HC/OS 526/2020. | |
| Yip Holdings commenced Suit 836. | |
| Statement of Claim and Writ of Summons served by posting on Mr. Loy’s front door. | |
| Yip Holdings obtained a default judgment against Mr. Loy. | |
| Yip Holdings commenced garnishee proceedings. | |
| Mr. Loy applied to set aside the O 13 Judgment. | |
| The AR dismissed SUM 457. | |
| The Judge dismissed RA 154. | |
| Mr. Loy filed AD 3. | |
| Hearing for the appeal. | |
| Application and appeal dismissed. | |
| Reasons for decision delivered. |
7. Legal Issues
- Setting Aside Default Judgment
- Outcome: The court found that the appellant failed to establish a prima facie defense and that no triable issues existed, thus the application to set aside the default judgment was denied.
- Category: Procedural
- Sub-Issues:
- Prima facie defense
- Triable issues
- Delay in application
- Related Cases:
- [2008] 4 SLR(R) 907
- [2021] 2 SLR 816
- Admission of Further Evidence on Appeal
- Outcome: The court found that the requirements for admitting further evidence were not met, and the application to adduce further evidence was dismissed.
- Category: Procedural
- Sub-Issues:
- Prior non-availability
- Materiality
- Credibility
- Related Cases:
- [1954] 1 WLR 1489
- [2019] 2 SLR 341
- Breach of Fiduciary Duty
- Outcome: The court found that the appellant failed to present a credible defense against the claim of breach of fiduciary duty.
- Category: Substantive
8. Remedies Sought
- Recovery of $1,344,610
- Interest
- Costs
9. Cause of Actions
- Breach of Fiduciary Duty
- Breach of Duty of Care
- Statutory Duty
10. Practice Areas
- Commercial Litigation
- Appellate Practice
11. Industries
- No industries specified
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Yip Fook Chong (alias Yip Ronald) and another v Loy Wei Ezekiel and another | High Court | Yes | [2020] SGHC 84 | Singapore | This case forms the backdrop to the appeal, with the court drawing on undisputed facts set out in this case. The current judgment relies heavily on the findings and conclusions of this prior case to determine whether the appellant has a prima facie defense. |
| Ladd v Marshall | N/A | Yes | [1954] 1 WLR 1489 | N/A | Cited for the three cumulative requirements to adduce further evidence on appeal. |
| Anan Group (Singapore) Pte Ltd v VTB Bank (Public Stock Joint Stock Co) | Court of Appeal | Yes | [2019] 2 SLR 341 | Singapore | Cited for the propositions on whether the requirements in Ladd v Marshall should apply in its full rigour. |
| UJN v UJO | Court of Appeal | Yes | [2021] SGCA 18 | Singapore | Cited for the principle that the court should be disinclined to allow a party to adduce fresh evidence on appeal if that evidence is in aid of a position which is inconsistent with the position below. |
| Mercurine Pte Ltd v Canberra Development Pte Ltd | N/A | Yes | [2008] 4 SLR(R) 907 | Singapore | Cited for the principle that judgments granted under O 13 of the ROC fall broadly into those entered regularly, and those entered irregularly. |
| U Myo Nyunt (alias Michael Nyunt) v First Property Holdings Pte Ltd | N/A | Yes | [2021] 2 SLR 816 | Singapore | Cited for the principle that to set aside a regular judgment, a defendant must be able to establish a prima facie defence. |
| Banque de Paris et des Pays-Bas (Suisse) SA v Costa de Naray and Christopher John Walters | N/A | Yes | [1984] 1 Lloyd’s Rep 21 | N/A | Cited for the test in deciding whether a defendant can establish a prima facie defence is akin to the test for obtaining leave to defend in a summary judgment application under O 14 of the ROC. |
| Goh Chok Tong v Chee Soon Juan | N/A | Yes | [2003] 3 SLR(R) 32 | Singapore | Cited for the test in deciding whether a defendant can establish a prima facie defence is akin to the test for obtaining leave to defend in a summary judgment application under O 14 of the ROC. |
| Lee Kuan Yew v Chee Soon Juan | N/A | Yes | [2003] 3 SLR(R) 8 | Singapore | Cited for the test in deciding whether a defendant can establish a prima facie defence is akin to the test for obtaining leave to defend in a summary judgment application under O 14 of the ROC. |
| M2B World Asia Pacific Pte Ltd v Matsumura Akihiko | N/A | Yes | [2015] 1 SLR 325 | Singapore | Cited for the principle that leave to defend would not be granted on the basis of a mere assertion, even if it were contained in a sworn affidavit. |
| Calvin Klein, Inc and another v HS International Pte Ltd and others | N/A | Yes | [2016] 5 SLR 1183 | Singapore | Cited for the principle that there must be some evidence, direct or indirect, to support the assertions made. |
| B2C2 Ltd v Quoine Pte Ltd | N/A | Yes | [2018] 4 SLR 1 | Singapore | Cited for the principle that the defendant’s position must be articulated with “sufficient particularity and supported by cogent evidence”. |
| JP Choon Pte Ltd v Lal Offshore Marine Pte Ltd | High Court | Yes | [2016] SGHC 115 | Singapore | Cited for the principle that the court is to “independently assess, having regard to the evidence as a whole, if the defence is credible”. |
| Goh Nellie v Goh Lian Teck and others | N/A | Yes | [2007] 1 SLR 453 | Singapore | Cited for the issues relating to res judicata. |
| The Royal Bank of Scotland NV (formerly known as ABN Amro Bank NV) v TT International Ltd (nTan Corporate Advisory Pte Ltd and others, other parties) and another appeal | N/A | Yes | [2015] 5 SLR 1104 | Singapore | Cited for the issues relating to res judicata. |
13. Applicable Rules
| Rule Name |
|---|
| Rules of Court (2014 Rev Ed) |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Companies Act 1967 (2020 Rev Ed) | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Default Judgment
- Setting Aside
- Prima Facie Defence
- Triable Issues
- Investment Agreement
- Balance Sum
- Ethoz Loan
- Abuse of Process
- Res Judicata
- Fiduciary Duty
15.2 Keywords
- default judgment
- setting aside
- fiduciary duty
- appeal
- civil procedure
- Singapore
17. Areas of Law
| Area Name | Relevance Score |
|---|---|
| Civil Procedure | 75 |
| Setting Aside Default Judgement | 65 |
| Appellate Practice | 60 |
| Evidence | 50 |
| Fiduciary Duties | 30 |
| Contract Law | 30 |
| Company Law | 25 |
| Estoppel | 20 |
16. Subjects
- Civil Procedure
- Company Law
- Fiduciary Duty
- Appeals