https://www.channelnewsasia.com/singapore/goh-jin-hian-wins-appeal-ipp-us146-million-damages-care-duty-company-director-5167001
Former CEO of New Silkroutes Group Goh Jin Hian outside State Courts on Sep 20, 2023. (Photo: CNA/Marcus Mark Ramos)
Goh Jin Hian, who is the son of former Prime Minister Goh Chok Tong, was previously found liable for the losses of the now-insolvent IPP, a marine fuel supplier.
On appeal, the Appellate Division of the High Court, comprising Justice of the Court of Appeal Tay Yong Kwang and Judges of the Appellate Division Woo Bih Li and Kannan Ramesh, found that even though Goh had breached his duty of care as a director, his breach did not cause loss to IPP.
IPP had sued Goh for breaching his director's duty and in February last year won the case, which was presided over by Justice Aidan Xu @ Aedit Abdullah at trial.
The company said that Dr Goh had failed to look into certain issues which would have led him to realise that the company was being defrauded.
The fraud relates to drawdowns of over US$146 million for cargo trades and over US$10 million for bunker trades between Jun 21, 2019 and Aug 2, 2019.
IPP asserted that Goh had failed to act with reasonable skill and care in the face of three "red flags" - an audit confirmation request signed by Goh, the Maritime and Port Authority of temporary suspension of IPP’s bunker craft operator licence, and three confirmations of indebtedness signed by Goh and sent to Maybank.
Goh's inquiry into IPP’s financial position over these red flags would have resulted in the sham cargo trades being uncovered, the company said.
In his defence, Goh claimed that there was no breach, no loss caused and disagreed that the three red flags were sufficient to put him on a train of inquiry.
Ruling in favour of IPP, Justice Xu then said Goh had an obligation to oversee the affairs of the company as a director.
The judge said the evidence showed that Goh played an active role in the management of the company and had assumed responsibilities, and obtained knowledge and information.
While Justice Xu said a director need not know all details, the evidence showed a lack of knowledge by Goh about IPP's cargo trading business, which was a significant portion of the company's activity.
He found that Goh failed to act reasonably in the face of the three red flags, which should have raised alarm bells. Finding that IPP had proven loss in relation to the cargo drawdowns, Justice Xu awarded the company damages of US$146 million.
Goh appealed the decision.
In a judgment issued by the Appellate Division of the High Court on Thursday, Justice Ramesh said the court agreed with Justice Xu that Goh breached his duty of care by failing to realise IPP was running a cargo-trading arm, but ruled that the company failed to prove that the lapses caused the loss.