Ang Kian Tiong v DBS Bank Ltd: Dispute over Capitalised Interest on Convertible Bonds
In Ang Kian Tiong v DBS Bank Ltd, the High Court of Singapore dismissed Ang Kian Tiong's application against DBS Bank Ltd concerning US$300,263 in accrued finance charges on US$1.6 million guaranteed convertible bonds issued by Innovate Capital Pte Ltd. Ang Kian Tiong sought declarations that DBS Bank held these charges as additional bonds and should act on his instructions regarding them. The court, led by Christopher Tan JC, found insufficient evidence that the additional bonds were ever issued, undermining the factual basis for the declarations sought. The court dismissed the application and will hear parties on costs.
1. Case Overview
1.1 Court
General Division of the High Court of the Republic of Singapore1.2 Outcome
Claimant's application dismissed.
1.3 Case Type
Civil
1.4 Judgment Type
Judgment
1.5 Jurisdiction
Singapore
1.6 Description
The High Court dismissed Ang Kian Tiong's application against DBS Bank regarding the status of accrued finance charges on convertible bonds.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Ang Kian Tiong | Claimant | Individual | Application Dismissed | Lost | Suang Wijaya, Hamza Zafar Malik |
| DBS Bank Ltd | Defendant | Corporation | Application Dismissed | Won | Vithiya d/o Rajendra, Manvindar Kaur Sethi d/o Sarwan Singh |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Christopher Tan | Judicial Commissioner | Yes |
4. Counsels
| Counsel Name | Organization |
|---|---|
| Suang Wijaya | Eugene Thurasingm LLP |
| Hamza Zafar Malik | Eugene Thurasingm LLP |
| Vithiya d/o Rajendra | WongPartnership LLP |
| Manvindar Kaur Sethi d/o Sarwan Singh | WongPartnership LLP |
4. Facts
- The Claimant is a customer of DBS Bank Ltd under the Treasures Private Client division.
- In December 2017, Innovate Capital Pte Ltd issued a series of US$6.00 per cent guaranteed convertible bonds.
- From December 2020 to March 2022, DBS Bank purchased the Bonds on behalf of the Claimant.
- The Bonds in the Claimant’s account collectively added to a nominal value of US$1.6m.
- Finance charges amounting to a total of US$285,203.22 had accrued in respect of the Nominal Bonds.
- The Issuer has failed to issue any shares in the Guarantor in exchange for the Claimant’s finance charges.
- The Issuer has since commenced the process of voluntary winding up.
5. Formal Citations
- Ang Kian Tiong v DBS Bank Ltd, Originating Application No 650 of 2024, [2024] SGHC 292
6. Timeline
| Date | Event |
|---|---|
| Innovate Capital Pte Ltd issued US$6.00 per cent guaranteed convertible bonds. | |
| DBS Bank purchased bonds on behalf of Ang Kian Tiong. | |
| DBS Bank purchased bonds on behalf of Ang Kian Tiong. | |
| Issuer offered a cash option for finance charges. | |
| DBS Bank informed Ang Kian Tiong that they had no more of the Bonds in their system as all his Bonds had been redeemed. | |
| DBS Bank emailed Ang Kian Tiong regarding the capitalized interest portion. | |
| Marcus Teo Soon Kiat’s affidavit dated. | |
| Ang Kian Tiong’s affidavit dated. | |
| Claimant brought the application. | |
| Defendant’s Written Submissions dated. | |
| Applicant’s Submissions dated. | |
| Judgment reserved. | |
| Judgment issued. |
7. Legal Issues
- Declaratory Relief
- Outcome: The court held that the claimant failed to demonstrate why the declaration sought was justified in the circumstances.
- Category: Procedural
- Related Cases:
- [2006] 1 SLR(R) 112
- Issuance of Additional Bonds
- Outcome: The court found insufficient evidence that the additional bonds were ever issued.
- Category: Substantive
8. Remedies Sought
- Declarations against the Defendant Bank
- Order for the Defendant Bank to act in accordance with the Claimant’s instructions
- Order for the Defendant Bank to assign the Additional Bonds to the Claimant
9. Cause of Actions
- Breach of Contract
- Failure to fulfill obligations
10. Practice Areas
- Banking Law
- Commercial Litigation
11. Industries
- Banking
- Finance
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Karaha Bodas Co LLC v Pertamina Energy Trading Ltd and another appeal | Court of Appeal | Yes | [2006] 1 SLR(R) 112 | Singapore | Cited for the requirements to be satisfied before the court grants declaratory relief. |
| DNKH Logistics Pte Ltd v Liberty Insurance Pte Ltd | High Court | Yes | [2019] 4 SLR 1063 | Singapore | Cited for the rationale that declarations should not be made in the absence of a factual substratum or in the inadequacy of facts where they are fact-sensitive. |
| The One Set Suites Pte Ltd v Pacific Motor Credit (Pte) Ltd | High Court | Yes | [2014] 4 SLR 806 | Singapore | Cited for the principle that any person whose interests might be affected by the declaration being sought should be before the court. |
| Re Swiber Holdings Ltd | N/A | Yes | [2018] 5 SLR 1358 | Singapore | Observed that the traditional position at common law appeared to be that a beneficial holder of notes that were constituted by a trust deed did not amount to a creditor of the issuer. |
13. Applicable Rules
| Rule Name |
|---|
| Order 4 r 7 of the Rules of Court 2021 |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Supreme Court of Judicature Act 1969 | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Convertible Bonds
- Finance Charges
- Additional Bonds
- Trust Deed
- Guarantor
- Issuer
- Capitalisation
- Voluntary Winding Up
- Pool Factor
- No look-through principle
15.2 Keywords
- Bonds
- Convertible Bonds
- Finance Charges
- DBS Bank
- Singapore
- High Court
- Declaration
- Capitalised Interest
16. Subjects
- Bonds
- Banking
- Finance
- Civil Procedure
17. Areas of Law
- Credit and Security
- Bonds
- Assignment