Glenea Contracts Limited v Philip Joseph Friel
[2024] EWHC 1243 (Ch)
Say Chong Lim & Ors. v Chee Kong Ong & Ors.
16 February 2023
[2023] EWHC 321 (Ch)
High Court
Mr. Lim invested in Mr. Ong's property projects, but Mr. Ong misused the money. The court sided with Mr. Lim, ordering Mr. Ong to return a lot of the money. Mr. Ong also has to provide more information about the projects.
Key Facts
- •Mr. Say Chong Lim (Mr. Lim) invested in property projects managed by Mr. Chee Kong Ong (Mr. Ong) between 2012 and 2019.
- •The investments were made through various corporate vehicles.
- •Mr. Ong allegedly misappropriated funds and failed to provide proper accounting.
- •Mr. Ong appeared as a litigant in person after his legal team withdrew.
- •Unless orders were made against Mr. Ong, leading to his debarment from defending the claims.
- •The claimants relied on affidavit and witness evidence, as well as an expert report.
Legal Principles
Debarring a defendant does not automatically lead to default judgment; the court must still determine the claimant's entitlement to judgment.
Times Travel v Pakistan International Airlines [2019] EWHC 3732 (Ch)
A company may be represented at trial by an authorized employee, even if not a director.
Watson v Bluemoor Properties [2002] EWCA Civ 1875
A Quistclose trust arises when money is transferred for a specific purpose; the beneficial interest remains with the transferor until the purpose is fulfilled.
Twinsectra v Yardley [2002] UKHL 12; Barclays Bank v Quistclose Investments [1970] AC 56
An accounting party must justify costs; presumptions may be made against them if proper records are not kept.
Snell's Equity
A constructive trust arises when it is unconscionable for the property owner to deny another's beneficial interest.
Paragon Finance v Thakerar [1999] 1 All ER 400
To establish unlawful means conspiracy, the claimant must show loss or damage from unlawful action taken pursuant to an agreement to injure the claimant.
Kuwait Oil Tanker v Al Bader [2000] 2 All ER (Comm) 271
Outcomes
Claims of fraudulent breach of director's duties and knowing receipt against Mr. Ong, GCL, and GPL were successful.
Mr. Ong misappropriated funds from Hyson House, breaching his fiduciary duties; GCL and GPL knowingly received these funds.
GCL breached a Quistclose trust and Mr. Ong dishonestly assisted in the breach.
Funds from Mr. Lim were not used for their intended purpose; Mr. Ong knew of the misuse and did nothing to prevent it.
Lapland was entitled to repayment of development capital and net rental income retained by GPL.
GPL failed to provide sufficient accounting for the expenditures.
GCL holds its shareholdings in GCPL SPVs and related funds on constructive trust for GCPL; specific performance was ordered.
The GCPL shareholders' agreement impliedly required GCL to transfer its shareholdings to GCPL.
Mr. Ong was ordered to provide information about the Bermondsey, Dublin, and Cooks Road projects.
He had a personal obligation to provide such information to Mr. Lim.
Unlawful means conspiracy claims were rejected.
Insufficient evidence existed to show concerted action between Mr. Ong and his companies.
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