The Attorney-General v The Aljunied-Hougang-Punggol East Town Council

• Jurisdiction: Singapore
• Judge: Quentin Loh J
• Judgment Date: 27 May 2015
• Neutral Citation: [2015] SGHC 137
• Plaintiff Counsel: Aurill Kam, Nathaniel Khng and Germaine Boey (Attorney-General's Chambers)
• Docket Number: Originating Summons No 250 of 2015 (Summons No 1299 of 2015)
• Date: 27 May 2015
• Hearing Date: 05 May 2015,04 May 2015
• Subject Matter: Appointment of receiver,Statutory Interpretation,Trusts,Quistclose trusts,Administrative Law,Remedies,Equity,Construction of statute,Declaration
• Year: 2015
• Citation: [2015] SGHC 137
• Defendant Counsel: Low Peter Cuthbert and Tan Li-Chern Terence (M/s Peter Low LLC)
• Court: High Court (Singapore)
• Published date: 28 November 2015

Quentin Loh J: Introduction

The Attorney-General, on behalf of the Government, acting through the Ministry of National Development (“MND”) filed Originating Summons No 250 of 2015 (“OS 250”) on 20 March 2015. The Defendant is the Aljunied-Hougang-Punggol East Town Council (“AHPETC”), a body corporate under the Town Councils Act (Cap 329A, 2000 Rev Ed) (“TCA”).

The MND seeks the following:

1. A declaration that the Government through the Ministry of National Development (“MND”) has a legal or alternatively, equitable interest in the grants-in-aid disbursed or to be disbursed by MND (“the Grants”) to the Defendant (and its predecessor, Aljunied-Hougang Town Council (“AHTC”)) under section 42 of the [TCA];

2. A declaration that the Government through the MND has an interest: a. In ensuring that the Defendant does all things necessary: i. to administer and apply moneys held by the Defendant (and previously by AHTC) under the [TCA] (“Town Council Moneys”) (including but not limited to the Grants and service and conservancy charges) in accordance with law and the [TCA]; and ii. so that all payments of Town Council Moneys are correctly made and properly authorised, adequate control is maintained over Town Council Moneys and over expenditure incurred by the Defendant and all payments of Town Council Moneys are lawfully made; and b. In ensuring that: i. if the Defendant (or AHTC) has made any payment of Town Council Moneys that is not correctly made, not properly authorised or not lawfully made, the Defendant takes all necessary steps to recover such Town Council Moneys; and ii. if there has been any breach of duty or unlawful conduct by any person acting for the Defendant (or AHTC) or its agents, the Defendant takes appropriate action in respect of such breach(es) or conduct;

3. Independent accountant(s) of the Defendant be appointed for such period as may be ordered herein and/or pending the fulfilment of the conditions in Annex A hereto (“the Independent Accountant(s)”) on terms inter alia that the Independent Accountant(s): a. Shall co-authorise and co-sign all payments of the Defendant in excess of S$20,000 from segregated bank accounts (for sinking funds and operating funds respectively) to be established by the Defendant (“the Special Accounts”) into which Grants payable for financial years 2014/15 and 2015/16 will be paid by MND to the Defendant; b. May do all things necessary to ensure that proposed payments out of the Special Accounts are correctly made, properly authorised and lawfully made, and adequate control is maintained over Town Council Moneys and over the expenditure incurred by the Defendant, including but not limited to requiring the Defendant to produce satisfactory assurance and supporting evidence in respect of such payments; c. May: i. do all things necessary to identify whether payments of Town Council Moneys by the Defendant (or AHTC) have been correctly made, properly authorised and lawfully made (including but not limited to taking accounts and directing inquiries of payments made to any persons related to the Defendant (or AHTC)) and/or whether there has been any breach of duty or unlawful conduct by any person acting for the Defendant (or AHTC) or its agents; and ii. with leave of Court, demand, collect, get in, receive (and if necessary commence legal proceedings for the recovery of) all Town Council Moneys incorrectly, improperly or unlawfully paid out and/or take appropriate action in respect of breach(es) of duties or unlawful conduct by person(s) acting for the Defendant (or AHTC) or its agents; d. May disclose to MND (or such other persons as may be directed by the Court) information obtained by the Independent Accountant(s) in the course of their work; e. May at any time seek such further directions or orders from this Honourable Court as the Independent Accountant(s) consider appropriate or necessary; f. May at any time appoint such other person(s) as the Independent Accountant(s) deem appropriate or necessary to assist in or facilitate the doing of such acts and things necessary for the purposes described in (a)–(e) above; g. Whether, by themselves, their agents or servants or otherwise, be at liberty and be permitted to do all such acts and things necessary for the purposes described in (a)–(e) above; and h. Shall have such other powers as ordered by this Honourable Court;

4. Such appropriate order as to the costs of and occasioned by this Originating Summons as this Honourable Court deems fit;

5. Such appropriate orders as to the costs and expenses of the Independent Accountant(s), including costs and expenses of any person appointed by the Independent Accountant(s), as this Honourable Court deems fit;

6. Liberty to apply; and

7. Such further or other orders as this Honourable Court deems fit.

The MND also filed Summons No 1299 of 2015 (“SUM 1299”) on 20 March 2015 asking for the following orders:

1. Until after this Honourable Court has heard and determined the Originating Summons herein (including the hearing and determination of appeals thereto, if any), Mr Ong Chao Choon and Mr Chan Kheng Tek, both partners at PricewaterhouseCoopers Singapore, or in the alternative, such other person(s) as this Honourable Court deems fit and proper, be appointed as interim independent accountants of the Defendant (“the Interim Independent Accountant(s)”) on terms inter alia that the Interim Independent Accountant(s): a. Shall co-authorise and co-sign all payments of the Defendant in excess of S$20,000 from segregated bank accounts (for sinking funds and operating funds respectively) to be established by the Defendant (“the Special Accounts”) into which grants-in-aid payable to the Defendant under section 42 of the [TCA] for financial years 2014/15 and 2015/16 will be paid by the Ministry of National Development (“MND”); b. May do all things necessary to ensure that proposed payments out of the Special Accounts are correctly made, properly authorised and lawfully made, and adequate control is maintained over moneys held by the Defendant (or its predecessor, Aljunied-Hougang Town Council (“AHTC”)) under the [TCA] (“Town Council Moneys”) and over the expenditure incurred by the Defendant, including but not limited to requiring the Defendant to produce satisfactory assurance and supporting evidence in respect of such payments; c. May: i. do all things necessary to identify whether (aa) payments of Town Council Moneys by the Defendant (or) have been correctly made, properly authorised and lawfully made (including but not limited to taking accounts and directing inquiries of payments made to any person related to the Defendant (or AHTC); and/or (bb) whether there has been any breach of duty or unlawful conduct by any person acting for the Defendant (or AHTC) or its agents; and ii. with leave of Court (aa) demand, collect, get in, receive (and if necessary commence legal proceedings for the recovery of) all Town Council Moneys incorrectly, improperly or unlawfully paid out; and/or (bb) take appropriate action in respect of breach(es) of duties or unlawful conduct by person(s) acting for the Defendant (or AHTC) or its agents; d. May disclose to MND (or such other persons as may be directed by the Court) information obtained by the Interim Independent Accountant(s) in the course of their work; e. May at any time seek such further directions or orders from this Honourable Court as the Interim Independent Accountant(s) consider appropriate or necessary; f. May at any time appoint such other person(s) as the Interim Independent Accountant(s) deem appropriate or necessary to assist in or facilitate the doing of such acts and things necessary for the purposes described in (a)–(e) above; g. Whether, by themselves, their agents or servants or otherwise, be at liberty and be permitted to do all such acts and things necessary for the purposes described in (a)–(e) above; and h. Shall have such other powers as ordered by this Honourable Court;

2. Until after this Honourable Court has heard and determined the Originating Summons herein (including the hearing and determination of appeals thereto, if any), no payment in excess of S$20,000 from the Special Accounts shall be made by the Defendant to any person unless such payment is co-authorised and co-signed by at least one of the Interim Independent Accountants;

3. Such appropriate order as to the costs of and occasioned by this Summons as this Honourable Court deems fit;

4. Such appropriate orders as to the costs and expenses of the Interim Independent Accountant(s), including costs and expenses of any person appointed by the Interim Independent Accountant(s), as this Honourable Court deems fit;

5. Liberty to apply; and

6. Such further or other orders as this Honourable Court deems fit.

The parties have agreed to address me on both OS 250 and SUM 1299 and have further agreed that I decide both the OS and Summons at the same time as, except for the declarations, the same prayers are sought in both applications.

At the beginning of the hearing, counsel for AHPETC, Mr Peter Low (“Mr Low”) applied for leave to file a supplementary affidavit by Ms Sylvia Lim (“Ms Lim”), the Chairman of AHPETC. Counsel for the MND, Ms Aurill Kam (“Ms Kam”) had no objections to the application, but sought the right to respond to Ms Lim’s supplementary affidavit. I granted leave to both parties to file their respective affidavits.

Further, Ms Kam sought leave towards the end of the first day of the hearing to amend OS 250 to include prayer 2A. Prayer 2A reads as follows:

2A. A declaration that the Defendant has failed to make timely transfers (in respect of the first and second quarters) or any transfer (in respect of the third and fourth quarters) to the bank account of the Defendant’s sinking funds for FY 2014/15 as required by the Town Councils Financial Rules (Cap 329A, R 1,...