Baizanis v Snap Innovations: Agency, Implied Authority, Tortious Liability, Breach of Contract, Evidence Admissibility
Georgios Baizanis, a cryptocurrency investor, sued Snap Innovations Pte Ltd and Bernard Ong in the General Division of the High Court of Singapore, alleging losses from a cryptocurrency investment scheme called 'Cryptotrage'. Baizanis claimed breach of contract, breach of warranty of authority, and failure to supervise Zee, who misappropriated the funds. The court, presided over by Christopher Tan JC, dismissed all claims, finding that the Service Agreement was not proven to have been signed by Ong, and that neither Ong nor Zee had the authority to bind Snap Innovations. The court also found no duty to supervise Zee and that the Plaintiff failed to properly quantify his losses.
1. Case Overview
1.1 Court
General Division of the High Court1.2 Outcome
Claims dismissed
1.3 Case Type
Civil
1.4 Judgment Type
Judgment
1.5 Jurisdiction
Singapore
1.6 Description
Cryptocurrency investor Georgios Baizanis sues Snap Innovations and Bernard Ong for losses from a fraudulent investment scheme. Claims dismissed.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Baizanis, Georgios | Plaintiff | Individual | Claim Dismissed | Lost | |
| Snap Innovations Pte Ltd | Defendant | Corporation | Claim Dismissed | Won | |
| Ong Hock Fong, Bernard | Defendant | Individual | Claim Dismissed | Won |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Christopher Tan | Judicial Commissioner | Yes |
4. Counsels
4. Facts
- Plaintiff invested in 'Cryptotrage', a cryptocurrency arbitrage scheme operated by Snap Innovations through employees in Vietnam.
- Plaintiff deposited cryptocurrencies into Binance Exchange accounts operated by Snap Innovations' Vietnam office.
- Zee, Snap Innovations' director in Vietnam, enticed Plaintiff to increase investments with a corporate guarantee.
- The corporate guarantee was embodied in a 'Service Agreement' allegedly signed by Ong and Zee on Snap Innovations' behalf.
- Zee disappeared after misappropriating cryptocurrencies deposited by investors, including the Plaintiff.
- Snap Innovations disavowed the Service Agreement, claiming Ong and Zee were independent contractors without authority.
- Ong denounced the Service Agreement as a forgery, claiming his signature was copy-pasted.
5. Formal Citations
- Baizanis, Georgios v Snap Innovations Pte Ltd and another, Suit No 296 of 2021, [2024] SGHC 200
6. Timeline
| Date | Event |
|---|---|
| Plaintiff acquainted with Zee via Telegram. | |
| Plaintiff contacted Michael Lim to verify Zee's employment with Snap Innovations. | |
| Plaintiff visited Vietnam to conduct due diligence on Snap Vietnam's trading operations. | |
| Plaintiff brought the Original Draft to Vietnam to have it signed. | |
| Ong Hock Fong travelled to Vietnam to discuss the Service Agreement with Zee. | |
| Plaintiff sent another Telegram message to Zee seeking a status update. | |
| Ong Hock Fong returned to Singapore and purportedly signed the Service Agreement. | |
| Zee sent a Telegram message to Kenneth Chan enclosing an electronic copy of the Service Agreement. | |
| Plaintiff started depositing BNB. | |
| Torque Group Holdings Limited was incorporated in the British Virgin Islands. | |
| Plaintiff started depositing BUSD. | |
| Zee confessed to engaging in unauthorised futures trading and absconded. | |
| Conference call held between Plaintiff, Ong Hock Fong, and CK. | |
| Ong Hock Fong applied to the BVI courts for an order to appoint liquidators for Torque. | |
| Torque’s provisional liquidators sent a circular to Torque’s creditors and customers. | |
| Ong Hock Fong made a police report about P1 having been forged. | |
| Suit commenced by Plaintiff against Defendants. | |
| AEICs of Georgios Baizanis, Ong Hock Fong Bernard, Kenneth Chan Kam Hung, and Pang Chan Kok William were dated. | |
| Trial began. | |
| Plaintiff’s Reply Submissions and D2’s Reply Submissions were dated. | |
| Judgment reserved. |
7. Legal Issues
- Breach of Contract
- Outcome: The court found that the Service Agreement was not proven to have been signed by Ong, and that neither Ong nor Zee had the authority to bind Snap Innovations, therefore there was no breach of contract.
- Category: Substantive
- Breach of Warranty of Authority
- Outcome: The court found that the Plaintiff was not induced by the warranty of authority from Ong to transact with him, therefore there was no breach of warranty of authority.
- Category: Substantive
- Duty to Supervise
- Outcome: The court found that neither Snap Innovations nor Ong owed a duty to the Plaintiff to supervise Zee.
- Category: Substantive
- Admissibility of Evidence
- Outcome: The court found that the E-Copy and P1 were not shown to be authentic, they are inadmissible in evidence.
- Category: Procedural
- Implied Authority of Agent
- Outcome: The court found that neither Ong nor Zee possessed any actual authority to do so on Snap Innovation's behalf.
- Category: Substantive
- Tortious Liability
- Outcome: The court found that the Plaintiff failed to show that such a duty even existed to begin with.
- Category: Substantive
8. Remedies Sought
- Monetary Damages
9. Cause of Actions
- Breach of Contract
- Breach of Warranty of Authority
- Negligence
10. Practice Areas
- Commercial Litigation
- Cryptocurrency
- Arbitration
11. Industries
- Information Technology
- Finance
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Hely-Hutchinson v Brayhead Ltd | Queen's Bench | Yes | [1968] 1 QB 549 | England and Wales | Cited for the definition of actual authority within the corporate context. |
| Banque Nationale de Paris v Tan Nancy and another | Court of Appeal | Yes | [2001] 3 SLR(R) 726 | Singapore | Cited for approval of the definition of actual authority in Hely-Hutchinson v Brayhead Ltd. |
| Jet Holding Ltd and others v Cooper Cameron (Singapore) Pte Ltd and another | High Court | No | [2005] 4 SLR(R) 417 | Singapore | Cited for the best evidence rule and the requirements for adducing secondary evidence. |
| CIMB Bank Bhd v World Fuel Services (Singapore) Pte Ltd and another appeal | Court of Appeal | Yes | [2021] 1 SLR 1217 | Singapore | Cited for the distinction between adduction and authentication of documentary evidence and the burden of proving authenticity. |
| Mustaq Ahmad (alias Mushtaq Ahmad s/o Mustafa) and another v Ayaz Ahmed and others and other appeals | Appellate Division of the High Court | Yes | [2024] SGHC(A) 17 | Singapore | Cited for the principle that authenticity is a necessary condition of admissibility. |
| Alwie Handoyo v Tjong Very Sumito and another and another appeal | Court of Appeal | Yes | [2013] 4 SLR 308 | Singapore | Cited for the burden of proof on the party alleging forgery of a document. |
| Sudha Natrajan v The Bank of East Asia Ltd | Court of Appeal | No | [2017] 1 SLR 141 | Singapore | Cited for the difficulty in applying the burden of proof when authenticity is challenged on the basis of forgery. |
| Wibowo Boediono and another v Cristian Priwisata Yacob and another and other appeals | Court of Appeal | Yes | [2018] 2 SLR 481 | Singapore | Cited for guidance on assessing evidence when a document is alleged to be forged. |
| Sakthivel Punithavathi v Public Prosecutor | Court of Appeal | No | [2007] 2 SLR(R) 983 | Singapore | Cited for the principle that a judge is not entitled to substitute his own views for those of an uncontradicted expert’s. |
| Re Hydrodam (Corby) Ltd | Unknown | No | [1994] BCC 161 | England and Wales | Cited for the definition of a shadow director. |
| Raffles Town Club Pte Ltd v Lim Eng Hock Peter and others (Tung Yu-Lien Margaret and others, third parties) | High Court | No | [2010] SGHC 163 | Singapore | Cited for the definition of shadow and de facto directors. |
| Sakae Holdings Ltd v Gryphon Real Estate Investment Corp Pte Ltd and others (Foo Peow Yong Douglas, third party) and another suit | High Court | No | [2017] SGHC 73 | Singapore | Cited for the definition of shadow and de facto directors. |
| Gemma Ltd v Davies | Unknown | No | [2008] BCC 812 | England and Wales | Cited for the guidelines for determining if de facto directorship exists. |
| Freeman & Lockyer v Buckhurst Park Properties (Mangal) Ltd | Queen's Bench | Yes | [1964] 2 QB 480 | England and Wales | Cited for the conditions that must be fulfilled for a contract to be enforceable against a company, notwithstanding the putative agent of the company having no actual authority to enter into that contract on the company’s behalf. |
| Skandinaviska Enskilda Banken AB (Publ), Singapore Branch v Asia Pacific Breweries (Singapore) Pte Ltd and another and another suit | High Court | No | [2009] 4 SLR(R) 788 | Singapore | Cited for the conditions that must be fulfilled for a contract to be enforceable against a company, notwithstanding the putative agent of the company having no actual authority to enter into that contract on the company’s behalf. |
| Guy Neale and others v Ku De Ta SG Pte Ltd | Court of Appeal | Yes | [2015] 4 SLR 283 | Singapore | Cited for the doctrine of ostensible authority as a species of estoppel. |
| Blasco, Martinez Gemma v Ee Meng Yen Angela and another and another matter | High Court | No | [2021] 3 SLR 1360 | Singapore | Cited for the scope of the authority attendant upon the office of managing director. |
| Heperu Pty Ltd v Morgan Brooks Pty Ltd (No 2) | Supreme Court | No | [2007] NSWSC 1438 | New South Wales | Cited for the usual scope of authority of a director. |
| Viet Hai Petroleum Corp v Ng Jun Quan and another and another matter | High Court | No | [2016] 3 SLR 887 | Singapore | Cited for the stipulation of an agent’s office on his name card could potentially constitute a representation by his principal as to the agent’s authority to enter into the transaction concerned. |
| Skandinaviska Enskilda Banken AB (Publ), Singapore Branch v Asia Pacific Breweries (Singapore) Pte Ltd | Court of Appeal | No | [2011] 3 SLR 540 | Singapore | Cited for the principle that an agent who has no authority to perform a certain act cannot confer upon himself authority to do that act, by representing that he has such authority. |
| Royal British Bank v Turquand | Unknown | No | Royal British Bank v Turquand (1856) 6 E&B 327 | England and Wales | Cited for the “indoor management rule”. |
| Northside Developments Pty Ltd v Registrar-General and others | High Court | No | (1990) 93 ALR 385 | Australia | Cited for the principle that the indoor management rule cannot be used to create authority where none otherwise exists. |
| Fong Maun Yee and another v Yoong Weng Ho Robert | Court of Appeal | Yes | [1997] 1 SLR(R) 751 | Singapore | Cited for the elements required to establish an action for breach of warranty of authority. |
| Chu Said Thong and another v Vision Law LLC | High Court | No | [2014] 4 SLR 375 | Singapore | Cited for the liability of a purported agent for loss sustained by the claimant in dealing directly with a third-party fraudster. |
| Ku Yu Sang v Tay Joo Sing and another | Court of Appeal | No | [1993] 3 SLR(R) 226 | Singapore | Cited for the objective of awarding damages for a breach of warranty of authority. |
| Next of kin of Ramu Vanniyar Ravichandran v Fongsoon Enterprises (Pte) Ltd | High Court | No | [2008] 3 SLR(R) 105 | Singapore | Cited for the terms “apparent authority” and “ostensible authority” are synonymous and have on occasion been used interchangeably. |
| Spandeck Engineering (S) Pte Ltd v Defence Science & Technology Agency | Court of Appeal | No | [2007] 4 SLR(R) 100 | Singapore | Cited for the test for establishing a common law duty of care in negligence. |
| Vita Health Laboratories Pte Ltd and others v Pang Seng Meng | High Court | No | [2004] 4 SLR(R) 162 | Singapore | Cited for the duties owed by a director include the duty to properly supervise the subordinates to whom the director has delegated his functions. |
| PlanAssure PAC (formerly known as Patrick Lee PAC) v Gaelic Inns Pte Ltd | Court of Appeal | Yes | [2007] 4 SLR(R) 513 | Singapore | Cited for the duties owed by a director include the duty to properly supervise the subordinates to whom the director has delegated his functions. |
| TV Media Pte Ltd v De Cruz Andrea Heidi and another appeal | Court of Appeal | No | [2004] 3 SLR(R) 543 | Singapore | Cited for the Court of Appeal lifted the corporate veil and imputed liability for a company’s tortious acts to the director responsible for the company’s breach of duty. |
13. Applicable Rules
| Rule Name |
|---|
| No applicable rules |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Evidence Act (Cap 97, 1997 Rev Ed) | Singapore |
| Companies Act (Cap 50, 2006 Rev Ed) | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Cryptotrage
- Binance Exchange
- Service Agreement
- Corporate Guarantee
- Independent Contractor
- Misappropriation
- Daily Reports
- Tier 9 Status
- Commingling
- Torque
- Digital Assets
- E-Copy
- Executed Paper Copy
15.2 Keywords
- agency
- contract
- evidence
- cryptocurrency
- investment
- fraud
- arbitrage
- Snap Innovations
- Baizanis
- Ong
- Zee
17. Areas of Law
| Area Name | Relevance Score |
|---|---|
| Breach of Contract | 75 |
| Evidence Law | 60 |
| Fraud and Deceit | 60 |
| Agency Law | 50 |
| Warranty of Authority | 40 |
| Commercial Law | 40 |
| Cryptocurrency Law | 30 |
| Corporate Law | 30 |
| Personal Injury | 20 |
16. Subjects
- Agency
- Contract
- Evidence
- Cryptocurrency
- Investment