EG Tan & Co (Pte) v Lim & Tan (Pte) and Another

JurisdictionSingapore
CourtHigh Court (Singapore)
JudgeChua F A J
Judgment Date26 November 1986
Neutral Citation[1986] SGHC 44
Citation[1986] SGHC 44
Defendant CounselDenis Tan (Chor Pee & Co)
Date26 November 1986
Published date19 September 2003
Plaintiff CounselNg Kian Fong (Ng Kian Fong & Co)
Docket NumberSuit No 2860 of 1981
Subject MatterConversion,Detinue,Whether bona fide purchaser for value without notice,Estoppel,Proprietary estoppel,Shares obtained by fraud,Elements of estoppel,Equity,Sale of shares,Tort

The plaintiffs have wholly discontinued this action against the first defendants.

The claim of the plaintiffs against the second defendant is the return or delivery of share certificate No 89407 for 1,000 Pan Malaysia Cement Works Bhd registered in the name of Chee Kheng Tong together with the relative transfer attached thereto. Damages for detention and/or conversion of the said share certificate No 89407.

The plaintiffs were at all material times stock and share brokers and a member of the Stock Exchange of Singapore (the SES) and so were the first defendants.

The plaintiffs were in possession of share certificate No 89407 which had been bought by the plaintiffs` clients Lee Ah Bee. On or about 19 March 1981 one Khoo Chee Keong came to the plaintiffs` office, fraudulently misrepresented himself as having authority to collect the shares for Lee Ah Bee, and collected two share certificates of Pan Malaysia Cement Works of 1000 each together with the duly executed transfer forms, for which Khoo Chee Keong tendered a cheque for $28,308. One of the share certificates collected by Khoo Chee Keong was certificate No 89407 (Ex P 1).

The cheque given by Khoo to the plaintiffs was dishonoured on 21 March 1981. The plaintiffs then made a police report and informed the SES of the fraud and the report of the fraud was circularised by the SES to all its members.

Khoo was arrested and charged for cheating. He pleaded guilty and was sentenced to 12 months` imprisonment on 6 June 1981. Police investigations revealed that Khoo had sold the 1000 shares to the first defendants and the other 1000 shares to the second defendant. The first defendants have returned the 1000 shares to the plaintiffs. The second defendant did not return the 1000 shares requested by the plaintiffs. The plaintiffs gave a replacement certificate to Lee Ah Bee from their stock.

The second defendant says that he had known Khoo for about one year prior to March 1981. Sometime in March 1981, Khoo called at his office and said that he needed money urgently to settle some gambling debts. Khoo said that he had 1,000 Pan Malaysia Cement shares which he would like to sell to the second defendant at market price which at that time was about $14.10 or so and the price was rising.

The second defendant agreed to buy the shares and they arranged to meet outside the Lido Theatre which was just across the road from the second defendant`s bank, the Chase Manhattan Bank. He went to the bank and got some cash. He met Khoo and handed over $14,200 cash to Khoo who handed the share certificate ExP 1 with the transfer form attached to him.

Two weeks later he was called up by the police and was told that Khoo had fraudulently obtained the shares from a sharebroker firm. He gave a statement to the police and was told to keep the share certificate pending the outcome of the criminal case against Khoo.

Subsequently he learned that Khoo was convicted and sentenced. No long after that he received a letter from the plaintiffs` solicitors dated 13 June 1981 demanding the return of the shares to the plaintiffs.

The second defendant then sought legal advice. Subsequently in September 1981 he was advised by his solicitors to have the shares registered in his name. He then contacted by telephone Alfred Lim Eng Teck a remiser with GK Goh Securities and told him how he came to buy the 1,000 shares and about the legal advice he was given. Lim agreed that that was a good move. Eventually he handed the share certificate exh P1...

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4 cases
  • Tjong Very Sumito and others v Chan Sing En and others
    • Singapore
    • High Court (Singapore)
    • June 21, 2012
    ...Pte Ltd v Hong Leong Finance Ltd [2005] 1 SLR(R) 458) and share certificates (see EG Tan & Co (Pte) v Lim & Tan (Pte) and another [1985-1986] SLR(R) 1081), can be subject matters for a claim in conversion. Although the MEGL shares are scripless, they are essentially scripless only for the p......
  • Alwie Handoyo v Tjong Very Sumito
    • Singapore
    • Court of Three Judges (Singapore)
    • August 6, 2013
    ...[2006] 3 SLR (R) 469; [2006] 3 SLR 469 (refd) Edgington v Fitzmaurice (1885) 29 Ch D 459 (refd) EG Tan & Co (Pte) v Lim & Tan (Pte) [1985-1986] SLR (R) 1081; [1986] SLR 489 (refd) Ernest Scragg & Sons Ltd v Perseverance Banking and Trust Co Ltd [1973] 2 Lloyd's Rep 101 (refd) Farrell v Secr......
  • BZW-Pacific Union Pte Ltd v Citibank NA
    • Singapore
    • High Court (Singapore)
    • June 13, 1997
    ...value without notice of the fraud, the court should approach the issue as was done in EG Tan & Co Pte v Lim & Tan Pte [1987] 2 MLJ 149 [1986] SLR 489 . What counsel was actually asking me to do was to examine the acts of neglect and carelessness on the part of the defendants whereby the sha......
  • BZW-Pacific Union Pte Ltd v Citibank NA
    • Singapore
    • High Court (Singapore)
    • June 13, 1997
    ...value without notice of the fraud, the court should approach the issue as was done in EG Tan & Co Pte v Lim & Tan Pte [1987] 2 MLJ 149 [1986] SLR 489 . What counsel was actually asking me to do was to examine the acts of neglect and carelessness on the part of the defendants whereby the sha......

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