Khoo Jeffrey and others v Life Bible-Presbyterian Church and others

• Jurisdiction: Singapore
• Judge: Chao Hick Tin JA
• Judgment Date: 26 April 2011
• Neutral Citation: [2011] SGCA 18
• Plaintiff Counsel: Mr Ang Cheng Hock SC, Mr Tham Wei Chern and Mr Ramesh Kumar (M/s Allen & Gledhill LLP)
• Docket Number: Civil Appeal No 126 of 2010
• Date: 26 April 2011
• Hearing Date: 03 December 2010
• Subject Matter: Unincorporated Associations and Trade Unions,Charities
• Year: 2011
• Citation: [2011] SGCA 18
• Defendant Counsel: Mr Quek Mong Hua and Ms Esther Yee (M/s Lee & Lee)
• Court: Court of Appeal (Singapore)
• Published date: 04 July 2011

Chao Hick Tin JA (delivering the judgment of the court): Introduction

The dispute in the present case raises several questions of law relating to the principles that govern the operation of unincorporated associations and religious charitable trusts. In particular, it raises the thorny question of what happens when a religious charity is alleged to have deviated from the fundamental principles upon which it was founded.

The Appellants are nine individuals who are the members of the board of directors of the Far Eastern Bible College that was, on 26 January 2004, registered as a charity under the Charities Act (Cap. 37, 2007 Rev Ed) (“Charities Act”) (“the 2004 College”). The core of the present dispute relates to the question of whether the 2004 College is the same entity as the bible college that was first established in 1962 (“the College”). The Respondents are the Life Bible-Presbyterian Church (“the Church”) and its trustees. Both the Church and the College were until 2004 located at the same premises at 9, 9A, and 10 Gilstead Road (“the Premises”), on which the Church has a lease (held through trustees). From 2007, the Church sought to exclude the 2004 College from functioning at the Premises.The Church is still operating at the Premises.

Two suits were instituted following from this purported exclusion. In Suit 648 of 2008 (“Suit 648”), one of the Respondents, the Church, sought the following reliefs: a) a declaration that the 2004 College was a different entity from the College; b) an injunction to prevent the Appellants from using the Premises, and to deliver vacant possession of the same to the Church and its trustees; and c) an account of the moneys held by the College as at the date of the registration of the 2004 College and to pay over the said amount to the Church.

Subsequently, the Appellants felt it necessary to institute Suit 278 of 2009 (“Suit 278”) where they sought these reliefs: a) a declaration that the funds donated for the purchase and/or construction of the buildings located on the Premises were impressed with a charitable purpose trust for the construction of buildings for the use of the Church and the 2004 College (which they aver is the same entity as the College), and that consequently, the registered proprietors of the Premises hold them on a charitable purpose trust for the joint benefit and use of the Church and the 2004 College; b) an order for schemes be settled in respect of the charitable purpose trusts over the moneys donated for the purchase and/or construction of the buildings located on the Premises, and that such schemes provide for trust deeds to be executed by the registered proprietors of the said properties to set up the trust over the said properties for the joint benefit and use of the Church and the 2004 College.

In essence, by Suit 648 the Church wants the 2004 College to vacate the Premises while by Suit 278 the 2004 College wants recognition that the Premises are trust property and that the latter are held for the joint benefit of the Church and the 2004 College. The trial judge (“the Judge”) ruled in favour of the Church and its trustees in both suits. The Judge held that the 2004 College was a different entity from the College, and therefore not entitled to enjoy the property that was for the benefit of the College.

Being dissatisfied with the rulings of the Judge, the Appellants have appealed to this Court.

The Background Formation of the Church and the College

In 1955, the Church was formally constituted as a member of the Bible-Presbyterian Church of Singapore. In 1986, it obtained independent registration as a society under the Societies Act (Cap 311, 1985 Rev Ed), and was registered as a charity in 1987.

On 19 September 1960, at a meeting of the Presbytery of the Bible-Presbyterian Churches of Singapore, a formal decision was taken to establish a college to train young Christians as evangelists, pastors and teachers. A three-man committee consisting of Rev Timothy Tow, Rev Quek Kiok Chiang and Dr Tow Siang Hwa was elected for the purpose of drafting a constitution and prospectus for the college. In November 1961, a board of directors (“the Board”) for the College was constituted, with Rev Timothy Tow at its helm. The Board unanimously adopted the constitution (“the Constitution”) drafted by the three-man committee. The College was duly established the following year.

The close relationship between the Church and the College

Right from its inception, the College shared a special relationship with the Church. This was primarily due to two reasons. First, the pastor of the Church, Rev Timothy Tow, was the person who had mooted the idea of setting up the College. He was part of the 3 man committee who drafted the Constitution and who later assumed the chairmanship of the Board when the College was first constituted. He also served as the first principal of the College.

Second, the College and the Church had always shared the Premises, over which the Church has a lease held through trustees.

At this juncture, it would be necessary for us to set out briefly how the Church came to be in possession of the Premises and how the College came to operate from the same premises. : a) Soon after its formation, the Church started a building fund in order to purchase its own premises. In August 1957, the trustees of the Church purchased a 99 year lease over 9 and 9A Gilstead Road. b) Following the decision made by the Bible-Presbyterian Churches of Singapore in 1960 to establish the College, it was also decided that the College would be housed at 9 and 9A Gilstead Road. Thereafter, the building fund of the Church was renamed the Life Church and Bible College Fund. Donations to the Church and the College were placed into this common fund. c) The College was the first to move into 9 and 9A Gilstead Road, on 17 September 1962, occupying the annex to the church building (“college annex”). The Church moved into the church building the following year, after a dedication service on 16 February 1963. d) Originally, it was agreed that in exchange for a contribution of $75,000, the College would own half of the college annex. The College had initially paid $20,000 towards this sum, using a loan from two churches. However, when the two churches asked for the return of the sum paid, a new agreement was reached under which the Church would return the money on behalf of the College and the premises at 9 and 9A Gilstead Road would be legally held by the Church which would also pay for all physical expenses, while the College would be responsible for the maintenance of the same. e) In 1965, a second fund named the “Church and College Extension Fund” was started for the purpose of building an extension on 9 and 9A Gilstead Road, as the premises were then inadequate for the needs of both the Church and the College. Like the Life Church and Bible College Fund, the moneys collected came mostly from tithes and offerings of the Church members, with a smaller amount originating from other Christians who were mostly from the Bible-Presbyterian community. f) In 1970, a committee comprising of representatives from the Church and the College was set up to draft an agreement regarding the College’s occupation and use of 9 and 9A Gilstead Road. Two representatives each from the Church and the College executed an agreement entitled “Agreement between the [Church] and the [College] on the sharing of the use of the Church and College Property at 9 and 9A Gilstead Road”. g) In 1989, a third fund – the Extension Building Fund – was initiated for the purpose of acquiring 10 Gilstead Road. Moneys for this Fund were raised in much the same way as they had been for the Church and College Fund ie, from the Church’s own members, as well as members of other Bible-Presbyterian churches. The acquisition of 10 Gilstead Road was completed on 30 April 1990 and held, as in the case of 9 and 9A Gilstead Road, by the trustees of the Church. h) In 2000, a fourth fund- the Beulah House Fund- was set-up for the purpose of developing 10 Gilstead Road into a bible college with hostel facilities (“the Beulah Tower”).

The dispute between the Church and the College

In 2002, tensions developed between the College and the Church when the College’s board endorsed a doctrine known as “Verbal Plenary Preservation” (“VPP”) over the “Verbal Plenary Inspiration” (“VPI”), a doctrine accepted by the Church. Within the Church, there was mounting tension between those who believed in VPP and those who believed in VPI.

On 20 August 2003, during a session meeting of the Church, certain members of the Church expressed strong views against Rev Timothy Tow’s endorsement of the VPP doctrine and he therefore resigned as the pastor of the Church. He and a number of the other members of the Church congregation split from it and founded the True Life Bible-Presbyterian Church (“True Life Church”). On 19 November 2003, the Board of the College informed the Church of its intention to register the College itself as a charity.

On 26 January 2004, the members constituting the board of the College obtained registration of a charity called “Far Eastern Bible College” pursuant to the Charities Act under a new constitution (“the 2004 Constitution”) as they could not then locate the Constitution. We should at this juncture observe that subsequent to the registration of the Far Eastern Bible College, the Constitution was found.

Matters came to a head on 17 July 2004 when the Church wrote to the 2004 College stating that it would no longer allow the 2004 College to use its properties as the 2004 College had been registered as a separate and independent entity and, therefore, ceased to be a ministry of the Church. Further letters were sent out by the Church on 28 January and 1 March 2008 stating that the 2004 College could only continue to occupy the Premises...