Ownself check ownself

[LITTLEREDDOT]

Ex-IPP director Goh Jin Hian wins appeal, court says firm failed to prove his breach caused losses​

Goh Jin Hian outside the State Courts on Sept 20, 2023.PHOTO: SHIN MIN DAILY NEWS FILE

Grace Leong
Jun 05, 2025

SINGAPORE - The Court of Appeal has found Goh Jin Hian, a former director of insolvent marine fuel supplier Inter-Pacific Petroleum (IPP), is not liable to pay US$146 million (S$187 million) plus interest in compensation for losses suffered by the firm.

In overturning a lower court ruling that found Goh was not entitled to relief from liability, the Appellate division of the High Court clarified that “it cannot be part of a director’s duty of supervision and oversight to pick up fraud unless there are tell-tale warning signs.

“A director may be a sentinel, but he is not a forensics investigator or a sleuth, unless there are signs that would put him on inquiry,” according to a 63-page ruling on June 5 delivered by Justice Kannan Ramesh, a Judge of the Appellate division.

“While we agree with the (High Court) Judge that Dr Goh had breached the care duty by reason of his ignorance of the cargo trading business, IPP has failed to show... that the breach caused the loss in question,” the Appellate court said.

Goh, the son of former prime minister Goh Chok Tong, served as a director of IPP from June 28, 2011, to August 2019.

Senior Counsel Thio Shen Yi of TSMP Law Corp, who represented Goh, noted that the latest decision is an important clarification on the law of the duties of directors.

“Dr Goh has always maintained that his conduct caused no avoidable loss to IPP, and we believe he has been vindicated. This is an important decision that has practical implications for all directors,” said Mr Thio, who acted for Goh with Ms Nanthini Vijayakumar, a partner of TSMP Law.

Deloitte & Touche, IPP’s judicial managers turned liquidators, had sued Goh to recover US$156 million in losses, accusing him of “sleepwalking through his time as a director”, and failing to discover and stop drawdowns in trade financing between June 2019 and July 2019 to fund alleged non-existent or sham transactions.

High Court Justice Aedit Abdullah had found that Goh is not entitled to relief from liability because of “the egregiousness of his breaches of duty, chief among which was his ignorance as to IPP’s cargo trading business” – a “vehicle of fraud” that had “disastrous consequences” for the company.

Goh had appealed the ruling in February 2024 that found him liable for breach of director’s duties and statutory duties and losses suffered by IPP.

In allowing Goh’s appeal, the Appellate court found that the three purported red flags that IPP relied on “were not in fact red flags that would have put Dr Goh on a train of inquiry leading to the fraud in the cargo trading business being uncovered and the loss thereby averted.”

The Appellate court concluded that this was a case of “deep-seated fraud.”

Although Dr Goh was not aware of the cargo trading business, the court ruled that “it does not follow that if Dr Goh had been aware of the cargo trading business, he would have discovered the fraud and thereby put a stop to it”.

“There is no suggestion by IPP there were any, apart from the ‘red flags’, which we have concluded were not in fact red flags. Further, there was no allegation that the auditor and IPP’s financial manager alerted Dr Goh of any issues with the accounts, or that the monthly management accounts and financial statements suggested anything untoward.

“Thus, there is nothing to the point that if Dr Goh had been aware of the cargo trading business, he would have exercised oversight in a manner which would have picked up the fraud and averted the loss.” the Appellate court wrote.

Mr Thio said: “Directors owe fiduciary obligations and duties of care to a company but the Appeals Court has crucially recognised the practical and commercial limits to their ability to scrutinise for and detect fraud, especially deep-seated fraud. This acknowledges the complex commercial realities that directors often operate in.”

 

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Forum: Income should focus on organic growth and not seek a strategic partner​

Dec 23, 2024

I wish to comment on statements issued by Allianz, Income and NTUC Enterprise on Dec 16 (Allianz calls off deal with Income Insurance after public scrutiny, Dec 16).

First, Allianz announced that it was withdrawing its offer to acquire a majority stake in Income Insurance. It also stated that the decision to withdraw it underscored “Allianz’s financial discipline”.

I welcome the decision by Allianz to withdraw its offer. However, the decision to withdraw is not based upon Allianz’s financial discipline but on the Singapore Government’s opposition to the sale and the strong public opinion against the sale.

Second, I am surprised that the leaders of Income and NTUC Enterprise continue to insist that their decision to sell a majority stake in Income to Allianz was the right decision. Let us be clear about the facts.

The proposed transaction was not a merger of equals but an acquisition. Allianz, with 51 per cent of the shares, would control Income. It is therefore not credible for Income and NTUC Enterprise to continue to insist that the transaction would not jeopardise Income’s social mission.

For this reason, Minister Edwin Tong told Parliament in October that the Ministry of Culture, Community and Youth (MCCY) was not satisfied that Income would be able to continue fulfilling its social mission after the proposed transaction.

Third, the statements by Income and NTUC Enterprise do not refer to an important point, which was one of the reasons for the Government’s decision to block the transaction. When Income ceased to be a cooperative, it had an accumulated surplus of $2 billion. In normal circumstances, this surplus would have to be transferred to the Co-op Societies Liquidation Account. The money would be used to benefit the co-op sector generally.

The regulator, MCCY, gave Income an exemption from this requirement, on the understanding that the surplus would be transferred to a new corporate entity and strengthen its capital base. In violation of this understanding, Allianz proposed that Income should reduce its capital and return $1.8 billion to its shareholders.

Speaking in Parliament, Mr Tong said: “We find it difficult to reconcile the proposed substantial capital reduction, soon after the transaction is completed, with Income’s representations to MCCY during the corporatisation exercise, that it was aiming to build up capital resources and enhance its financial strength.”

I think the leaders of Income and NTUC Enterprise should apologise to MCCY for not honouring this undertaking.

Fourth, going forward, I would advise the leaders of Income and NTUC Enterprise to stop trying to sell Income to a larger insurance company. Income is a very successful social enterprise. It should focus on organic growth and not on seeking a strategic partner.

Fifth, there is one other point to raise. I understand that the chairman of Income is also the chairman of Morgan Stanley. In view of this, it was inappropriate for Income to appoint Morgan Stanley as its financial adviser. The chairman has explained that he took no part in the board’s decision to appoint Morgan Stanley. He should have advised his board not to appoint his bank because it gives rise to an appearance of conflict of interest.

Tommy Koh (Prof)

 

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MRT delays: COI not needed as LTA probe ongoing, no systemic issue with rail operators, says Chee​

Train services on the North East Line were delayed on Feb 10 due to a signalling fault. It was one of three rail delays over a span of five days in February.

Feb 26, 2025

SINGAPORE – There is no systemic issue with rail operators SBS Transit and SMRT regarding the three MRT delays in February, which are being investigated by the Land Transport Authority (LTA). The Government will thus not convene a committee of inquiry (COI), said Transport Minister Chee Hong Tat.

“There isn’t a systemic issue or concern with SBS Transit or SMRT that, I think, will change our position on the necessity for a COI,” he added on Feb 26.

Mr Chee was responding in Parliament to a question by Progress Singapore Party Non-Constituency MP Leong Mun Wai, which was among several questions about the three rail delays on the North-South, North East and Circle lines over a span of five days earlier in February.

Mr Leong had asked if Mr Chee would convene a COI for the three incidents, given that his previous call for a COI over a major East-West Line (EWL) breakdown was rejected.

Reiterating that LTA is looking into the root causes of the three incidents in February, Mr Chee said the authority will do its best to identify the learning points and share them with the operators.

He referred Mr Leong to his ministerial statement in October 2024, when he explained why a COI was not convened for the breakdown that led to a six-day disruption along a stretch of the EWL in September 2024, which affected about 2.6 million passengers.

He had said in October 2024 that LTA would do a thorough investigation to ascertain what happened and identify areas for improvement, as the regulator has the “necessary regulatory powers and technical knowledge” to investigate serious rail incidents. That probe is still under way.

In December 2011, then Prime Minister Lee Hsien Loong had ordered a COI after three breakdowns in four days on the North-South Line, which affected more than 200,000 passengers.

Mr Chee emphasised that although the incidents in February 2025 happened in quick succession, they are unrelated to one another and to the EWL train breakdown in September 2024.


Mr Leong had also asked whether LTA would look into potential problems in staffing, staff turnover, skill level and morale in the engineering and maintenance departments of operator SMRT, beyond the hardware issues.

To this, Mr Chee said the authorities have been looking into these issues, and will review the whole system of operations and maintenance.


The minister also provided updates on the early findings of the investigations into the three rail delays.

First, for the incident along the North-South Line (NSL) on Feb 7, he said only three out of 39 trains that were scheduled to serve the line had been launched from Bishan Depot when an engineering vehicle broke down at a railway crossing in the depot around 5.15am.

As a result, SMRT had to redirect some trains from the EWL to the NSL, creating longer waits for trains on both lines.

When SMRT tried to move the stalled engineering vehicle using a rescue train, some of the wheels of the engineering vehicle came off the rails.

The derailed vehicle prevented trains serving the NSL from leaving the depot.

Mr Chee added that SMRT had to use hydraulic equipment to slowly lift and shift it off the tracks, and finished doing so around 5.30pm. Trains were successfully launched from Bishan Depot at 6.36pm.

Services on the North-South Line were delayed after an engineering vehicle derailed at Bishan Depot on Feb 7.

ST PHOTO: KEVIN LIM

Hougang MP Dennis Tan asked if engineering vehicles are subject to the same maintenance standards as passenger trains, and if SMRT would look at better service recovery of stalled engineering vehicles along the tracks.

Mr Chee replied that these engineering vehicles are not subject to exactly the same maintenance regime as regular MRT trains because the nature of their operation is different from that of passenger trains. He added that LTA is still investigating why the engineering vehicle broke down.

On service recovery, Mr Chee said SMRT “tried their very best” to move the train as quickly as possible by sending the rescue train to push the stalled engineering vehicle. But, as the wheels of the engineering vehicle had come off, the process became more time-consuming and labour-intensive.

On the North East Line (NEL) incident on Feb 10, Mr Chee noted that it was caused by a signalling fault near Buangkok station at around 6.08am, which prevented trains from being controlled automatically. Therefore, the trains had to be driven manually and at slower speeds.

Early investigations showed that the signalling fault was caused by a malfunctioning electronic card in the signalling system, and there were no prior signs of malfunction during maintenance checks.

SBS Transit then replaced the malfunctioning electronic card and restored the operation of the signalling system at around 8am. The electronic card has been sent to the system manufacturer for further examination.

Lastly, on the Circle Line (CCL) incident on Feb 11, Mr Chee said further investigations showed that the incident was due to a signalling fault, and not a power trip, as previously indicated.

After the signalling fault caused a temporary loss of communication between a CCL train and the trackside signalling equipment at about 8.15am, the train engaged its brakes and stopped moving, in accordance with safety protocols.

For safety, the other trains near it also came to a stop. Mr Chee noted that 17 trains between Paya Lebar and Marymount stations were temporarily halted.

But when train operations were being restored, SMRT noticed that the central automatic train supervision system, which manages the movement of driverless trains, became less responsive and it took longer than usual to resume normal train operations.

Mr Chee said there was a similar issue with the system in September 2024, and LTA and SMRT worked with manufacturer Alstom to develop a software patch to deal with the issue. The patch underwent extensive testing and was ready for deployment on Feb 15.

“Unfortunately, the incident happened a few days before the deployment date,” he added. SMRT and Alstom have since successfully deployed the patch.

Train passengers on the Circle Line faced delays in their journeys on the morning of Feb 11 after a signalling fault caused power trips and trains to be stalled in eight stations.

PHOTO: ANNE-MARIE SIM/FACEBOOK

Mr Chee said the three incidents did not result in a prolonged stoppage of train services.

But he acknowledged that they occurred during the morning peak hours and affected a large number of commuters, increasing their waiting and travel times.

As at Feb 25, trains on the entire MRT network clocked an average of two million train-kilometres without service delays of at least five minutes, said Mr Chee.

He added that all MRT lines have hit the rail reliability target of at least one million train-km between such delays.

In response to a question by Mr Tan on improving communication with passengers during train incidents, the minister said LTA will continue to see how this can be fine-tuned, especially during peak hours.

“We take every incident on the MRT network seriously, because rail safety, reliability and resilience will always be our priorities,” Mr Chee said.

 

[k1976]

When a world class infrastructure maintenance is done by 3rd world rainmaker… it

 

[True Believer]

The Economist, Forbes and the IMF are not afraid to call a spade a spade.
S'pore has the 4th highest % of billionaires with family and personal
connections to the PAP.