DFS v NUHS Fund Ltd: Lapse of Charitable Gift to Dissolved NUH Endowment Fund

In DFS v NUHS Fund Ltd, the High Court of Singapore addressed whether a testamentary gift to the National University Hospital Endowment Fund (NUHEF), later renamed NUH Patientcare Charity Fund (NUHPCF) and subsequently dissolved, lapsed. The claimant, the executrix of the will, sought a declaration that the gift lapsed, while the defendant, NUHS Fund Limited (NUHSF), argued it was the successor and entitled to the gift. Kwek Mean Luck J ruled that the underlying charitable trust of NUHEF/NUHPCF continued to exist, and therefore the property should vest in NUHS Fund Limited, pursuant to the Gift Clause.

1. Case Overview

1.1 Court

General Division of the High Court

1.2 Outcome

The court found that the property should vest in NUHS Fund Limited, pursuant to the Gift Clause.

1.3 Case Type

Probate

1.4 Judgment Type

Judgment

1.5 Jurisdiction

Singapore

1.6 Description

The court ruled on whether a gift to a dissolved charity, NUH Endowment Fund, lapsed, vesting the property in NUHS Fund Ltd, its successor.

1.7 Decision Date

27 November 2023

2. Parties and Outcomes

Party Name	Role	Type	Outcome	Outcome Type	Counsels
DFS	Claimant	Individual	Claim Dismissed	Lost	Tan Wee Kheng Kenneth Michael of Kenneth Tan Partnership Yong Shu Wei Christopher of Legal Solutions LLC Tan Yun Hao Alson of Legal Solutions LLC Lui Shi Qi Claudia of Legal Solutions LLC
NUHS Fund Limited	Defendant	Corporation	Judgment for Defendant	Won	Sim Mei Jun Audrey of Shen Meijun Tang Hang Wu of TSMP Law Corporation Lek Siang Pheng of Shen Meijun Tan Yi Xi Joie of Dentons Rodyk & Davidson LLP

3. Judges

Judge Name	Title	Delivered Judgment
Kwek Mean Luck	Judge of the High Court	Yes

4. Counsels

Counsel Name	Organization
Tan Wee Kheng Kenneth Michael	Kenneth Tan Partnership
Yong Shu Wei Christopher	Legal Solutions LLC
Tan Yun Hao Alson	Legal Solutions LLC
Lui Shi Qi Claudia	Legal Solutions LLC
Sim Mei Jun Audrey	Shen Meijun
Tang Hang Wu	TSMP Law Corporation
Lek Siang Pheng	Shen Meijun
Tan Yi Xi Joie	Dentons Rodyk & Davidson LLP

4. Facts

The testator bequeathed a property to the National University Hospital Endowment Fund (NUHEF) in his will.
NUHEF was renamed NUH Patientcare Charity Fund (NUHPCF) before the testator's death.
NUHPCF was de-registered as a charity before the testator's wife's death, upon which the gift was to vest.
NUHPCF transferred its assets and obligations to NUHS Fund Limited (NUHSF).
The executrix sought a declaration that the gift had lapsed.
NUHSF claimed to be the successor of NUHEF/NUHPCF and entitled to the gift.
The funds transferred from NUHPCF to NUHSF were ring-fenced and used for the same objectives.

5. Formal Citations

DFSvNUHS Fund Ltd, Originating Application No 510 of 2022, [2023] SGHC 336

6. Timeline

Date	Event
1986-02-07	National University Hospital Endowment Fund established.
1986-08-28	National University Hospital Endowment Fund registered as a charity.
2006-07-20	Resolution to change fund name to NUH Patientcare Charity Fund.
2006-08-29	NUHEF Board of Trustees seeks approval for name change from Ministry of Health.
2006-09-06	Ministry of Health instructs NUHEF Board of Trustees to ensure rules relate only to patient care.
2006-09-27	Resolution to amend NUHEF Rules of Operation.
2006-10-11	NUHEF Board of Trustees informs Ministry of Health of amendments.
2006-10-19	Ministry of Health approves name change; NUHEF becomes NUH Patientcare Charity Fund.
2006-10-25	Ministry of Health approves Rules for the Operation of the NUH Patientcare Charity Fund.
2006-11-02	Testator executes will naming NUHEF as beneficiary.
2011-10-10	NUHS Board approves establishment of NUHS Endowment Fund Limited.
2012-02-08	NUHS Board approves NUHS Fund Limited as company name.
2012-02-14	NUHS Fund Limited is incorporated.
2012-05-14	NUHS Fund Limited registered as a charity and approved as an Institution of a Public Character.
2012-06-04	Resolution for dissolution of NUH Patientcare Charity Fund and transfer of funds to NUHS Fund Limited.
2012-08-15	NUH Patientcare Charity Fund transfers assets and obligations to NUHS Fund Limited.
2012-12-06	NUH Patientcare Charity Fund is de-registered as a charity.
2018-03-20	Testator passes away.
2018-11-26	Grant of Probate extracted.
2020-03-19	Testator's wife passes away.
2022-11-22	Court granted application to seal identifying personal details.

7. Legal Issues

Lapse of Charitable Gift
- Outcome: The court held that the gift did not lapse because the underlying charitable trust continued to exist and NUHSF was its successor.
- Category: Substantive
- Sub-Issues:
  - Dissolution of charitable institution
  - Alteration of charitable objects
  - Successor institution
Construction of Wills
- Outcome: The court applied a benignant construction, favoring a reading that upheld the charitable gift.
- Category: Substantive
- Sub-Issues:
  - Testator's intention
  - Benignant construction of charitable gifts
  - Gifts to incorporated vs. unincorporated charities

8. Remedies Sought

Declaration that the gift of property has lapsed into the residue of the Estate
Distribution of sale proceeds of the property in accordance with the residuary device in the will

9. Cause of Actions

Declaration that intended specific legatee did not exist
Declaration that there is no general charitable purpose in the gift
Declaration that the gift has lapsed

10. Practice Areas

Trust Law
Estate Planning
Charity Law

11. Industries

Healthcare

12. Cited Cases

Case Name	Court	Affirmed	Citation	Jurisdiction	Significance
Low Ah Cheow and others v Ng Hock Guan	Court of Appeal	Yes	[2009] SGCA 25	Singapore	Cited for the general rules applicable to the construction of wills.
Koh Lau Keow and others v Attorney-General	Court of Appeal	Yes	[2014] 2 SLR 1165	Singapore	Cited for the principle of benignant construction applies to charitable gifts.
Khoo Jeffrey and others v Life Bible-Presbyterian Church and others	Court of Appeal	Yes	[2011] 3 SLR 500	Singapore	Cited for the distinction between a charitable purpose and the institutional form.
In re Vernon’s Will Trusts (Lloyds Bank Ltd v Group 20 Hospital Management Committee (Coventry) and others)	N/A	Yes	[1971] 3 WLR 786	England	Cited for the principle that a bequest to an unincorporated charity by name without more must take effect as a gift for a charitable purpose.
In re Finger’s Will Trusts (Turner and another v Ministry of Health and others)	N/A	Yes	[1972] 1 Ch 286	England	Cited for the distinction between gifts to incorporated and unincorporated charities.
In re Faraker (Faraker v Durell)	N/A	Yes	[1912] 2 Ch 488	England	Cited for the principle that a charity is not destroyed by any alteration in name, constitution or machinery, or its objects made in accordance with law.
In re Lucas (Sheard v Mellor)	N/A	Yes	[1948] 1 Ch 424	England	Cited for the principle that so long as there are funds held in trust for the purposes of a charity the charity continues in existence.
In re Bagshaw (Deceased) (Westminster Bank Ld v Taylor and others)	N/A	Yes	[1954] 1 WLR 238	England	Cited for the principle that the charity will only cease to exist if there has been an exhaustion of assets and a cessation of activities.
In re Spence (Deceased) (Ogden v Shackleton and others)	N/A	No	[1979] 1 Ch 483	England	Cited for the principle that where a particular institution or purpose is specified, then it is that institution or purpose, and no other, that is to be the object of benefaction.
In re Rymer (Rymer v Stanfield)	N/A	No	[1895] 1 Ch 19	England	Cited for the principle that it ought to be difficult to find a general charitable intention if a testator has selected a particular charitable institution and has taken care to identify it as the beneficiary of the gift, but that charitable institution ceased to exist before the date of the testator’s demise.
In re Harwood (Coleman v Innes)	N/A	No	[1936] 1 Ch 285	England	Cited for the principle that it ought to be difficult to find a general charitable intention if a testator has selected a particular charitable institution and has taken care to identify it as the beneficiary of the gift, but that charitable institution ceased to exist before the date of the testator’s demise.
In re Roberts (Deceased) (Stenton and another v Hardy and others)	N/A	No	[1963] 1 WLR 406	England	Cited for the principle that the mere fact that there is a gift to an unincorporated charity does not seem to be enough to enable me to come to the conclusion that it is a gift for charitable purposes.
In re Stemson’s Will Trusts (Carpenter v Treasury Solicitor and another)	N/A	No	[1969] 3 WLR 21	England	Cited for the principle that there are “clear parallels” to be drawn to the present factual matrix and that the Gift must therefore have lapsed.
Bermuda Trust (Singapore) Ltd v Wee Richard and others	N/A	Yes	[1998] 3 SLR(R) 938	Singapore	Cited for the principle that effect should be given, if possible, to the expressed intention of the testator as declared in the will.
Re Will of Samuel Emily, deceased	N/A	Yes	[2001] 3 SLR(R) 335	Singapore	Cited for the principle that a benignant construction will be accorded to charitable gifts, although the court must not strain the will for the charity.
Foo Jee Seng and others v Foo Jhee Tuang and another	N/A	Yes	[2012] 4 SLR 339	Singapore	Cited for the principle that where a strict literal construction would be regarded as out of sync with the general intention of the testator as derived from the will as a whole, such a reading should give way to a more purposive interpretation.
The Commissioners for Special Purposes of the Income Tax v John Frederick Pemsel	N/A	Yes	[1891] AC 531	N/A	Cited for the requirements of an underlying charitable trust.
Maxwell James Anthony Connery v Williams Business College Limited & Anor	Supreme Court of New South Wales	Yes	[2014] NSWSC 154	New South Wales	Cited for the principle that courts will lean in favour of charity, and upon the failure of a specific gift, courts will be ready to infer a general intention on the part of the will maker to provide a gift to charity.
Australian Executor Trustees Ltd v Ceduna District Health Services Inc & Ors	Supreme Court of South Australia	Yes	[2006] SASC 286	South Australia	Cited for the principle that gifts to a charitable institution that ceases to exist prior to the testator’s death will lapse.
Re Tyrie (deceased) (No 1)	Supreme Court of Victoria	Yes	[1972] VR 168	Victoria	Cited for the principle that a gift by will to a particular charitable institution simpliciter must be treated as a gift for the advancement of the charitable work or purposes of that institution.
Harmony - The Dombroski Foundation Ltd v Attorney General in and for the State of New South Wales	Supreme Court of New South Wales	Yes	[2020] NSWSC 1276	New South Wales	Cited for the principle that all gifts to charitable institutions are regarded as gifts for charitable purposes, rather than gifts to the institution as such, regardless of whether it is incorporated or unincorporated.
Re Winding-up of the Christian Brothers of Ireland in Canada	Ontario Court of Appeal	Yes	3 ITELR 34	Canada	Cited for the principle that the courts maintain a supervisory power to ensure that gifts with charitable intent will not fail even if the object of the gift is unclear or uncertain, or if the gift is directed to a charitable corporation which is misnamed or the corporation no longer exists.
In re Koeppler Will Trusts (Barclays Bank Trust Co Ltd v Slack and others)	N/A	Yes	[1985] 3 WLR 765	England	Cited for the principle that it is by no means unusual for a testamentary gift expressed as a gift to an unincorporated body to be construed as a gift for the furtherance of the work of the body in question.
Kings (personal representative of Schroder (deceased) v Bultitude and another	N/A	Yes	[2010] EWHC 1795 (Ch)	England	Cited for the principle that a gift for the purposes of the church (an unincorporated association) can take effect under a scheme even if the institution was not in existence at the death, provided that the testatrix did not intend to make the gift dependent on the named institution remaining in existence and that the work of the institution is still being carried on as a matter of fact.
Macintyre & Anor v Oliver & Ors	N/A	Yes	[2018] EWHC 3094 (Ch)	England	Cited for the proposition that a gift made to an unincorporated association is for the purposes of the unincorporated association, unless it is a condition of the gift that the association is in existence when the gift takes effect.
Re Broadbent (deceased) (Imperial Cancer Research Fund and others v Bradley and another)	N/A	Yes	[2001] EWCA Civ 714	England	Cited for the principle that without external intervention, a charitable trust can only be dissolved by the terms of its trust deed, or where there has been a cessation of its activities and all its assets have been exhausted.
Hinckley Singapore Trading Pte Ltd v Sogo Department Stores (S) Pte Ltd (under judicial management)	N/A	Yes	[2001] 3 SLR(R) 119	Singapore	Cited for the principle that the absence of segregation does not render funds that are subject to a trust, any less a trust.
Re Kayford Ltd	N/A	Yes	[1975] 1 WLR 279	N/A	Cited for the principle that the absence of segregation does not render funds that are subject to a trust, any less a trust.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute Name	Jurisdiction
Charities Act 1994	Singapore
Wills Act 1838 s 20	N/A

15. Key Terms and Keywords

15.1 Key Terms

Charitable gift
Lapse
Unincorporated charity
Incorporated charity
Benignant construction
Testator's intention
Successor institution
Charitable trust
Ring-fenced funds
Dissolution

15.2 Keywords

charitable gift
lapse
wills
trusts
charity
NUHS
NUH
endowment fund

17. Areas of Law

Area Name	Relevance Score
Charitable Giving	90
Wills and Probate	80
Succession Law	75
Trust Law	70
Charitable trusts	70

16. Subjects

Charitable Gifts
Wills
Trusts
Charity Law