Toh Eng Tiah v Jiang Angelina

• Jurisdiction: Singapore
• Judge: Andrew Ang SJ
• Judgment Date: 01 April 2020
• Neutral Citation: [2020] SGHC 65
• Court: High Court (Singapore)
• Docket Number: Suit No 621 of 2017
• Year: 2020
• Published date: 08 April 2020
• Hearing Date: 10 September 2019,01 October 2019,19 August 2019,21 August 2019,09 September 2019,20 August 2019,22 August 2019,15 October 2019
• Plaintiff Counsel: Lee Hwee Khiam Anthony, Wang Liansheng and Gursharn Singh Gill (Bih Li & Lee LLP)
• Defendant Counsel: Mahesh Rai and Stephania Wong (Drew & Napier LLC)
• Subject Matter: Gifts,inter vivos,nature of sums advanced,whether a gift can be converted into a loan
• Citation: [2020] SGHC 65

Andrew Ang SJ: Introduction

This dispute concerns the legal character of certain sums transferred from the plaintiff to the defendant: whether they are gifts or loans. The plaintiff, Mr Toh Eng Tiah (“the Plaintiff”), and the defendant, Ms Angelina Jiang (“the Defendant”), were previously in a romantic relationship. During their time together, the Plaintiff transferred sums of money to the Defendant. The Plaintiff now brings this action in an attempt to recover a total sum of $2m from the Defendant.

The main thrust of the Plaintiff’s case is that the sums paid at various times were loans and not love gifts. He relies heavily on a Loan Facility Agreement dated 24 March 2017 (“$2m Loan Agreement”) in support of this contention. However, in a bid to recover the $2m immediately (rather than pursuant to the terms of the $2m Loan Agreement), the Plaintiff further contends that the $2m Loan Agreement ought to be rescinded on the basis of undue influence, non est factum, unilateral mistake, or misrepresentation, among other grounds. The Defendant, however, says that the various sums amounting to $2m were gifts; the parties were more than lovers and there were plans to start a family together. She further contends that the $2m Loan Agreement is a sham document, created for the Plaintiff to negotiate with his wife in respect of an intended divorce, and to obtain financing from the Plaintiff’s company. She also counterclaims for an aggregate sum of $335,000 lent to the Plaintiff.

Facts The parties

The Plaintiff is a self-made man and owner of several businesses past and present. He is currently the director and majority shareholder of ST Paper Resources Pte Ltd (“ST Paper Resources”), a company in the business of recycling non-metal waste.¹ The Plaintiff was about 55 years of age when the parties met and was married with three grown children by a previous marriage.²

The Defendant was previously a Chinese national but became a Singapore citizen in 2014.³ She was a part-time licensed property agent at ERA Realty Network Singapore and a manager of Sinya Construction and Engineering Pte Ltd at the material time. She was about 30 years of age when the parties met. She was previously married with two children.⁴ At the material time, the Defendant was doing well for financially and owned a five-storey apartment at 13 Prome Road (“13 Prome Road”).

How the parties met

The Plaintiff first met the Defendant sometime in or around November 2016, after he saw an advertisement put up by the Defendant for the sale of a property at 11 Sin Ming Road, #B1-30 (“#B1-30”). The Defendant was the owner of #B1-30.⁵ Following their first meeting, the parties continued to meet frequently. He would, on occasion, accompany the Defendant to view properties and learnt that apart from being a real estate agent, the Defendant invested in properties.⁶ From their frequent interaction, the parties gradually grew close.

According to the Defendant, the Plaintiff had initially sought her out, using his interest in #B1-30 as an excuse to meet her.⁷ The Plaintiff eventually asked the Defendant to be his girlfriend on 16 December 2016. She was, however, not interested in a relationship with the Plaintiff at that point in time as he was a married man with children.⁸ Nevertheless, the parties continued to meet. She eventually agreed to a relationship with the Plaintiff after intimacy at her apartment. The parties were henceforth in a romantic relationship since 20 December 2016.⁹

The sum under the $2m Loan Agreement allegedly owed by the Defendant to the Plaintiff comprises of the following disbursements: $724, 532 transferred between December 2016 to 6 March 2017, rounded down by the nearest thousand to $724, 000 (at [8] – [9], [46] – [64]) $154, 000, which is the 5% payment towards purchase of a property at 9 Hillcrest Road (at [16], [67] – [82]) $250, 000 towards the purchase of the property at 9 Hillcrest Road (at [17], [83] – [92], [101] – [133], [135] –[136]; and $872, 000 transferred pursuant to the $2m Loan Agreement (at [19], [83] – [98], [101] – [130], [135] –[136]).

Transfer of monies between December 2016 to March 2017

It is undisputed that between December 2016 and March 2017, the Defendant received or had credited to her an aggregate sum of $819,532 from the Plaintiff.¹⁰ The breakdown is as follows:¹¹

Date of payment	Mode of payment	Amount
Around 19 December 2016	Cheque	$200,000
28 December 2016	Tele-transfer	$20,000
Around 28 December 2016	Cash	$20,000
29 December 2016	Tele-transfer	$13,000
3 January 2017	Cheque	$10,000
6 January 2017	Cheque	$65,000
6 January 2017	Cash	$35,000
10 January 2017	Cheque	$50,000
12 January 2017	Cheque	$150,000
24 January 2017	Cheque	$82,000
31 January 2017	Cheque	$158,532
6 March 2017	Tele-transfer	$16,000
		Total: $819,532

Of the $819,532 received by the Defendant, the Plaintiff claims repayment of the sum of $724,532. This is because, or so the Plaintiff says, the Defendant had repaid a sum of $95,000 out of the $819,532 that was loaned. ¹² The Defendant, on the other hand, says that the $95,000 was not a repayment but was in and of itself a loan to the Plaintiff. In any case, the Plaintiff is seeking recovery of $724,532, rounded down to the nearest thousand to $724, 000.

I refer to the first item on the list in [7] above. The cheque dated 19 December for a sum of $200,000 was handed to the Defendant pursuant to a loan agreement also dated 19 December 2016 (“$200,000 Loan Agreement”)¹³. I need not go into the details of the $200,000 Loan Agreement at this juncture but, in brief terms, this document came into being because the Plaintiff learnt that the Defendant was looking to sell #B1-30 to finance the purchase of a shophouse at 315 Balestier Road (“315 Balestier Road”).¹⁴ According to the Defendant, on 28 November 2016, the Plaintiff offered to lend her $200,000 to help her make up the shortfall for the purchase of 315 Balestier Road. While she initially declined to take up his offer, the Plaintiff persisted, offering the loan of $200,000 on a total of five occasions. She eventually relented and the parties signed the $200,000 Loan Agreement.¹⁵ I note that the parties’ pleadings, affidavits and submissions ascribe different dates to the cheque for the sum of $200,000: 19, 20 and 22 December 2016. Nothing turns on this difference. It is clear that the parties are referring to the same cheque bearing a particular serial number. I will adopt the date that is reflected on the cheque itself: 19 December 2016.¹⁶

With respect to the other payments listed in [7] above, suffice it to say for now that the Plaintiff characterises each of the disbursements above as a loan. According to him, shortly after entering into a romantic relationship with the Defendant, the Defendant began making repeated requests for personal loans from him. On each of these occasions, she had informed him that the loans were needed to repay her personal debts, including credit card debts.¹⁷ The Defendant gives a different account. According to her, since 20 December 2016, they were in a romantic and sexually intimate relationship. The Plaintiff repeatedly proposed to take care of the Defendant and gave her $20,000 a month to pay for her living expenses. He also volunteered to pay her credit card bills.¹⁸ The Plaintiff showered her with gifts of money as he sympathised with her lower earning capacity and wanted to provide for her.¹⁹ The disbursements were therefore love gifts and not loans.

The search for a matrimonial home and the $2m Loan Agreement

The parties’ relationship eventually reached a milestone. According to the Defendant, on 1 January 2017, the Plaintiff intimated that he wanted to start a family with the Defendant and wished to purchase a matrimonial home. He also told the Defendant that he intended to divorce his wife and asked the Defendant to stop using contraceptives so as to conceive a child with him.²⁰

The Defendant deposed that on 12 January 2017, the Plaintiff and Defendant went to the Buddha Tooth Relic Temple (“the Temple”) and purchased an ancestral tablet and had their names engraved on it. This was to signify their status as husband and wife. Indeed, according to her, the Plaintiff made the following vows to her at the Temple:²¹ he vowed to give the Defendant $20,000 monthly for her expenses; he vowed to pay off the loans on the Defendant’s personal credit accounts and/or credit card accounts.; he vowed to buy a house for the Defendant and set up a home with her; he wanted the Defendant to bear him children; and he vowed to love the Defendant, provide for and grow old with her.

The Plaintiff accepted that the parties went to the Temple and that an ancestral tablet was bought. But he denied having treated the Defendant as his wife. He asserted that the Defendant had persuaded him to pay for the tablet first as she had insufficient money and somehow also persuaded him to include his name on the tablet. The Plaintiff further maintained that he never told the Defendant that he intended to divorce his wife nor that he was looking to purchase a matrimonial home with the Defendant. ²²

That same day, the Plaintiff decided to purchase a property at 3H Hillcrest Road, Hillcrest Villa (“3H Hillcrest Road”). The price asked for was $2,830,000. The Plaintiff issued the owner of the property a cheque for $28,300 as payment for the 1% option fee. The parties, however, also viewed another property at 9 Hillcrest Road (“9 Hillcrest Road”), which was also part of Hillcrest Villa, the following day.²³ The Plaintiff eventually changed his mind about 3H Hillcrest Road and, on...