Lionel Tay.jpg

Lionel Tay

Partner

Practice Area:

Restructuring & Insolvency
Fraud, Asset Recovery and Investigations

LLB (Hons, First Class), University of Birmingham
LLM Master of Laws, Gonville and Caius College, University of Cambridge
Advocate & Solicitor, Singapore

T +65 6232 0422
E [email protected]

Lionel has been recognised in several publications as a leading lawyer in insolvency, banking and commercial litigation as well as an authority on cross border asset tracing and investigations, including Asian Legal Business Legal Who’s Who, Chambers Asia Pacific (2008 to 2019), International Financial Review Law Review (2004 to 2010), International Who’s Who (for Insolvency as well as Investigations) 2011 to 2019, The Legal 500 Asia Pacific (2005 to 2019), and Euromoney’s Banking Finance and Transactional Expert Guide (2013, 2014). Lionel has also been recognised amongst his peers as being one of the leading lawyers in Singapore in the latest editions of Singapore’s Best Lawyers (2013 to 2019).  Lionel has been variously described in these publications as a “top litigator” who “interacts extremely well with clients” and “can always be relied on to provide first class legal advice and practical solutions.” 

Lionel has also been described “a highly experienced practitioner who focuses on major insolvencies in the region.” He has also been acknowledged by interviewees as “a go-to person and trusted adviser,” and “quick to respond and pragmatic.”

Lionel was recognised as Asian-Mena External Counsel for 2013 in a survey of more than 20,000 in-house legal counsel within the Middle East and Asia, having been described as an “experienced litigator who is both humble and honest”.

Lionel is one of the senior members of the Firm’s lauded Restructuring & Insolvency practice, widely recognised by leading legal publications as the major banking and insolvency practice in Singapore. In his more than 28 years of practice, Lionel has enjoyed an active practice in major restructuring and insolvency work, banking, corporate and commercial litigation, garnering regular accolades from both clients as well as fellow professionals and peers in the industry. Clients include the major banking and financial institutions in Singapore, the leading international accounting firms as well as a wide-ranging portfolio of listed companies.

Lionel has been involved in many of the major insolvency cases in Singapore, representing creditors as well as advising from the perspective of corporate debtors, ranging from the Barings debacle, the collapse of the $1.3 billion Armada Shipping Group, liquidation of the ITC Group Ltd, Electro Magnetics Limited (1992), Asia Paper and Pulp, the Prime Supermarket Group, Thakral Corporation, Lehman Brothers, MF Global as well as the recent highly publicised liquidation of the household lifestyle and fitness chain California Fitness. Lionel has also advised several offshore and gas companies in the recent spate of insolvencies and restructuring in this particularly volatile sector. Lionel is often sought for his practical experience, in tandem with his legal expertise, to offer bespoke solutions on rescue and restructuring packages, judicial managements, schemes of arrangement and liquidation. Apart from working closely with in-house banking counsel, Lionel also represented Mizuho Bank as one of a group of banks defrauded of more than $100 million in one of the largest banking fraud claims in Singapore.

In addition, Lionel has advised on several high profile investigations into multi-jurisdictional fraud, breach of corporate governance rules, advising on regulatory matters as well as instituting concurrent cross border asset recovery actions spanning multiple jurisdictions, with special focus in the Asian region.

Experience
  • Advising KPMG on investigations into the potential dissipation of assets by a listed company with subsidiaries in the region, including Malaysia, Thailand, Indonesia and China. Allegations include fabrication of fictitious invoices, phantom suppliers, wrongful use of company funds for related parties' benefit without proper or any disclosure, general mismanagement and breaches of directors' duties.
  • Working with M/s Ferrier Hodgson in their liquidation work and ongoing investigations into massive fraud perpetrated by Infocomm Limited arising from misrepresentations to OCBC Ltd to procure funding for phantom construction projects in the Philippines and Indonesia involving several million US dollars. Applying to Court to examine ex-company directors to glean more information and leads on the tracing of missing monies. Advising on further cross border tracing of directors' assets and the application to overseas jurisdictions for leave to examine directors.
  • Advising UOB Ltd on misrepresentation claims as well as claims for the repayment of banking facilities granted to a listed company and its subsidiaries, amounting to more than $17 million. The corporate debtor is involved in a shareholders' dispute with its parent company and the question is whether the assets which it holds can be the subject of enforcement proceedings or whether such assets belong to the parent company and therefore ought to be distributed to the listco's creditors in priority over the Bank's claim at subsidiary level.
  • Acting for UOB Ltd in a $16 million claim against listed company EC-Asia International Limited, and advising the Bank in the restructuring process and eventual liquidation of the company, including the disposal of assets and the sale of its wholly owned subsidiaries. Several cross-border issues arise, in terms of the liquidation of the listco’s assets as well as asset tracing. At the same time, there is evidence to suggest that financial irregularities and breaches of directors' duties have taken place, with the possibility that there will be further investigations by the appointed liquidators into the affairs of the company and the conduct of its officers. The CEO has already turned himself for questioning with the and the Bank, as largest Bank creditor, has filed an application for the appointment of Provisional Liquidators (supported in turn by other bank creditors, namely HSBC, Standard Chartered Bank, DBS Ltd, Malayan Banking Berhad, and International Factors Ltd). The order for Provisional Liquidators was subsequently granted by the High Court Judge on 23 April 2007.
  • Representing the liquidators, M/s KPMG, in their efforts to recover, on behalf of a consortium of both local and offshore banks, more than $40 million in missing equipment, machinery and other company assets that have been dissipated in jurisdictions as diverse as Indonesia, Malaysia, China and Madagascar. Investigations and asset tracing arose from investigations commenced after the Kim Koon Group of Companies were wound up pursuant to petitions filed by Rajah & Tann on behalf of OCBC and UOB Ltd respectively. Other bank creditors include DBS Ltd and MayBank.
  • Instructed to act for EZ-Link/LTA in a multi-million dollars dispute with a number of public transport service providers involving allegations of improper use of public funds, differing interpretations and construction of contractual clauses with a potential financial exposure of several hundred million dollars for the losing party, as well as investigations into potential breaches of trust and claims on guarantees.
  • Acting for the liquidators of Ness Display Ltd, a Singapore company with associate and parent companies in the Caymans and Korea, and advising on the disposal of assets, including intellectual property rights arising from development of cutting edge technology which could result in the replacement of television screens, with organic based high definition and low energy consuming screens. Claims of more than $75 million have been lodged thus far, with substantially more significant claims from cross border transactions expected in the pipeline.
  • Representing Mizuho Corporate Bank Ltd, involving specific discovery and interrogatory applications against Asia Pacific Brewery Pte Ltd including applying for a copy of the PricewaterhouseCoopers Report setting out an overview of the internal controls and admin procedures which were in place at the time of the fraud committed by Chia Teck Leng. This claim involves four banks who were defrauded of more than $100 million by the Asia Pacific Brewery chief financial manager, Chia Teck Leng. The application was eventually heard by the Court of Appeal late last year and judgment reserved until recently when the CA ruled that the PWC Report was privileged. The Banks have now decided to proceed with the action and the trial proper is expected to be scheduled for hearing over the months of October and November 2007. This would be the largest banking fraud trial in Singapore's history (based on the cumulative claims of the 4 Plaintiff Banks).
  • Advising M/s KPMG, the Judicial Managers of ITC, a multi-million dollars business conglomerate with interests in Costa Rica, India and the United States Advising the judicial managers on arbitration proceedings to be instituted in the UK in respect of an on-going dispute over the exact extent of the insolvent company's liabilities to a UK Bank, with cross claims to be resolved as well.
  • Acting for M/s PricewaterhouseCoopers in the restructuring of multi-million dollars loans owed by MDR Limited (formerly ACCS Ltd) in respect of banking facilities granted by a consortium of banks.
  • Advising M/s PricewaterhouseCoopers, special advisors appointed by Court, in their investigations into suspected wrongdoings and financial irregularities concerning the affairs of Zhongguo Jilong, Ltd, an investment holding company with several subsidiary companies in Shantung, China.
  • Engaged by a consortium of banks to act in the restructuring of listed company Giken Sakata Limited, involving the restructuring of loans/facilities and concurrent exploration of a sale of assets or of the company as a going concern.
  • Acting for a mainboard listed company in its corporate restructuring involving debt buy-outs of more than $50 million.
  • Advising on various corporate litigation matters including contentious proceedings between the majority/minority shareholders of Turf City as well as various related shareholders' / directors' disputes.
  • Advising shareholders of Borden Company (Private) Limited, well known for the manufacture of Eagle Brand Medicated Oil in High Court proceedings involving allegations of oppression of minority shareholders’ rights.
  • Acting for the ex director and CEO of Heshe Holdings Limited in court proceedings involving allegations of improper spending of company funds and claims for repayment of outstanding debts.
  • Advising M/s KPMG in the successful debt buy-out and restructuring of homegrown confectionery chain Angie the Choice.
  • Advising M/s PricewaterhouseCoopers in the receivership of Mt Emily Hotel as well as several other major property and hotel projects in liquidation including Duchess Crest and other parcels of land zoned for redevelopment.
  • Advising UOB Ltd and M/s Chio Lim & Associates in the receivership of Poh Kong Chye Goldsmiths Pte Ltd.
  • Acting for M/s PricewaterhouseCoopers, the Receivers of Grandlink Square in various contentious issues arising from the management and lease of assets owned by the Company.
  • Contact partner responsible for advising on and acting in mortgagee / banking claims on behalf of UOB Ltd, Standard Chartered Bank Limited and OCBC Ltd.
  • Representing investors in the purchase of debts, assignment of receivables and assets arising out of the judicial management of Electro Magnetics Limited (1992).
  • Advising the shareholders and directors of Meidi-Ya, one of Japan's leading supermarket chains set up in Singapore on various corporate advisory and litigation matters.
  • Acting for M/s KPMG, the liquidators of Thye Nam Loong and succeeding in a reported and landmark Court of Appeal decision concerning the effects of non-registration of charges under section 131 of the Companies Act.
  • Acting for M/s KPMG, the receivers and managers of Siong Huat Shipyard against Hong Lam Marine Pte Ltd in a reported and landmark Court of Appeal decision concerning the personal liabilities of a receiver and manager when adopting pre-existing contractual obligations of a company in receivership.
  • Advising the special accountants in the successful debt restructuring and buy-out of the Prime Supermarket Group.
  • Advising the Singapore board of directors of the Thakral Group of Companies in the successful restructuring of the Thakral Group.
  • Advising M/s KPMG and DBS Ltd in the successful restructuring and hiving down of the Microelectronic Group of companies to a listed company.
  • Acting for PWC in their role as collecting agents for a consortium of major creditors in the Asia Pulp and Paper debt restructuring.
  • Representing DBS, UOB, MayBank and Moscow Narodny Bank in the successful debt restructuring of public listed KLW Holdings Ltd (of which the furniture company and homegrown local retail favourite “Barang Barang” is one of its wholly owned subsidiaries).
  • Acting for Barings Japan in the Singapore High Court proceedings instituted for the purpose of taking evidence arising from the multiple claims between the various accounting firms involved in the Barings fiasco caused by rogue trader Nick Leeson.
  • Acting for the Receivers and Managers of Hua Kok Precast Pte Ltd, a subsidiary of the Hua Kok International Group, UOB Ltd and OCBC Ltd in the successful restructuring and liquidation of assets.
  • Acting for M/s PricewaterhouseCoopers, the Judicial Managers of Excel Machine Tools Ltd in the successful restructuring and sale of the listed company’s assets in Singapore, Indonesia, China and Hungary.
  • Acting for M/s Deloitte & Touche, the liquidators of SINSOV Shipping Co Pte Ltd, in the management and sale of assets including the $40 million sale of SINSOV Building.
  • Advising M/s KPMG in the re-structuring efforts of SAFE Superstore.
  • Lead or co-counsel in several reported Court of Appeal and High Court decisions covering contentious banking law and insolvency related issues, including HighCourt/Court of Appeal decisions on classes of creditors allowed under Schemes of Arrangement (In the matter of Wah Yuen Pte Ltd), examination of directors of a liquidated company (Lion City Holdings Ltd), defending a bank against a claim arising from forged cheques (Ri Jong Son v DBS Ltd) apart from the several court hearings in the High Court/Court of Appeal relating to interlocutory proceedings instituted in the Asia Pacific Brewery case (see annotation 8 above).
  • Lead partner in the restructuring exercise and scheme of arrangement application for Armada Singapore Pte Ltd involving debts of US$1.3 billion, one of the largest ever restructuring exercises undertaken for a corporate entity with major cross border implications arising from multi jurisdictional claims and disputes.
  • Lead partner for the restructuring of Red Dragon Pte Ltd, a company with various debts and liabilities in millions of US dollars flowing from Indonesian and other cross border facilities.
  • Lead partner in the cross-border tracing of assets amounting to US$350 million arising from fraudulent mismanagement of the Dressel Investment Funds set up in various cities in Indonesia, including Bandung, Surabaya, Bali and Jakarta.
  • One of the team of partners assigned to advise M/s KPMG, the liquidators appointed for the liquidation of Lehman Brothers in Singapore, involving the tracing and recovery of assets from multi jurisdictions for the benefit of creditors
  • Lead Partner in various investigations into mismanagement, fraud and wrongful disposal of funds involving listed companies in China, working closely with the SGX and leading accounting firms such as KPMG and PricewaterhouseCoopers, including the recently press covered cases of Advanced Modules Limited, Zhonghui Ltd, Sino-Environment Ltd, to name a few.
  • One of the lead partners for the recently concluded insolvency of MF Global Finance entities in Taiwan, successfully achieving the repatriation of more than USD30 million from Taiwan whilst negotiating with national authorities to ensure compliance with state and municipal laws whilst dealing with various competing claims from proprietary customers’ claims as well as unsecured creditors claims within the framework of the Taiwan insolvency regime
  • Lead Partner for advisory and litigation work for Soup Restaurant Limited in a High Court oppression action
  • Advising on the successful restructuring and debt buy out for First Engineering Limited
  • Lead partner in a recent High Court case for Standard Chartered Bank involving disputes over Equity Landing Notes, Structured Notes and Derivatives
  • Lead advisor in various investigations into mismanagement, fraud and wrongful disposal of funds involving listed companies with interests and assets in China, working closely with the SGX and leading accounting firms on several high-profile matters including the press covered cases of Advanced Modules Limited (involving complex fraud and round tripping to disguise the true nature of transactions), Zhonghui Ltd, and Sino-Environment Ltd.
  • Leading investigations into various allegations of wrongdoing concerning potential fraud and misrepresentation over the disbursement of financing in the sum of US$ 28.5 million by a leading European Bank to entities involved in the construction of retail shopping projects in Indonesia. Loans had been obtained to subscribe for shares in a Cayman Islands discretionary fund set up under a Shareholders' Agreement and the loan structure was designed specifically to channel funds from the Cayman entity through a Singapore vehicle on to an Indonesian entity to purchase an interest in a distressed construction project in Indonesia which was in default of a US$300 million loan.
  • Acted for judicial managers and advising them on how to take control and manage assets in several jurisdictions throughout Asia, including China, advising on the setting up of protocols to prevent dissipation of assets in the sum of $43 million, preserving the integrity of assets in Singapore and China, clawing back assets taken away wrongly by errant employees and uncovering board mismanagement and breaches of corporate governance.
  • Lead partner in the preparation of the audit and investigations into the various allegations of breach of trust, allegations of mismanagement and allegations of misappropriation of funds through the setting up of a conduit system of corporate vehicles by the leaders and management team of City Harvest Church, the subject of a high-profile trial which has stretched over several years in the Singapore Courts.
  • Representing a wide-ranging portfolio of clients who require general advice and the drafting of corporate governance reports, including undertaking such projects for multinational corporations, pharmaceutical companies, financial institutions and companies with a multi-jurisdictional presence, focusing on crisis management, internal control and protocols to enhance best practices for corporate governance.
  • Lead partner for the liquidation of California Fitness involving the tracing of funds amounting to more than $20 million and advising the liquidators on various industry wide issues such as reliance on letters of support from off shore companies and the consequences flowing from such reliance
  • Lead partner for investigations into missing funds and cross border enforcement actions against parties suspected of siphoning funds of more than $100 million from Chinacast Education Corporation Ltd
  • Advising in the restructuring and scheme of arrangement application for Punj Lloyd Pte Ltd and Sembawang Engineers and Constructors Pte Ltd, Singapore subsidiaries of India headquartered Punj Lloyd Limited involving debts of over $200 million dollars and $300 million respectively, successfully resisting applications by hostile creditors for various forms of interim relief against both companies spanning multiple jurisdictions
  • Lead partner for the judicial management of Environmental Holdings Ltd involving the sale of assets from various jurisdictions and advising the JMs on various cross border insolvency and restructuring issues arising from the proposed restructuring and sale of assets amounting to several million US dollars in the PRC. In particular, advising the JMs on complex local and municipal regulatory issues, in conjunction with our Shanghai office, ensuring regulatory compliance at both state and national levels to ensure a proper and binding transfer of shares held in PRC entities.
  • Acting for the Receivers and Managers of Serrano Holdings Pte Ltd, the wholly owned subsidiary of Serrano Holdings Limited, a company listed on the Catalist Board of the Singapore Exchange Securities Trading Limited, to take control and realise charged assets pursuant to a deed of debenture held by IFS Capital Limited, securing a debt of S$12.8 million which formed the subject matter of challenge from various parties and entities.
  • Advising the liquidators for BSI Bank in the winding down of the corporate affairs and effecting the transfer of assets and business to a new corporate entity pursuant to the Singapore Government’s closing down of BSI for moneylaundering and other unlawful activities.
  • Acting in the debt restructuring of listed company First Ship Lease Trust – the first debt structuring of a shipping business trust under the new section 210 provisions and use of related party moratoria proceedings as a basis for the protection of trust property whilst concurrently restructuring the interests of the sponsor of the business trust. Total deal value was approximately USD480 million.
  • Acting in one of the largest debt restructuring exercises (representing noteholders with a claim of more than USD400 million) in the oil and gas industry involving Nam Cheong Limited. Nam Cheong and its subsidiaries are an offshore marine group specialising in the construction and supply of Offshore Support Vessels used in offshore oil and gas exploration and production. Symptomatic of the industry, matters had taken a downturn after the collapse of the oil industry in 2014 and the company had to raise funds through multicurrency medium term notes in the sum of S$600 million. Crude oil prices collapsed in 2016 which led to a 84% decrease in revenue, ultimately leading to the company seeking court protection through dual applications for a scheme of arrangement in both Singapore and Malaysia (where the Company had related subsidiaries and entities which formed part of the Nam Cheong group of companies). The financial difficulties of Nam Cheong mirrored the general collapse and need for restructuring for the majority of major players in the oil and gas industry. What was unique about the restructuring is the fact that the company had agreements with shipyards in PRC which had to be preserved and negotiated in order to keep the company afloat whilst reducing its exposure at the same time.
  • Acting for the massive number of noteholders entailed close monitoring and handholding of a diverse group of individuals with varying concerns and demands, whilst engaging the Company to negotiate better terms for the Noteholders. At the same time, we had to manage their claims for monies held by DBS Trustees in the form of overdue coupon and interest payments. Managing and dealing with concurrent moving parts across multiple jurisdictions with competing claims from different entities was a huge technical and complex challenge. The Company has successfully obtained the requisite court orders in the Singapore and Malaysian High Courts. The total exposure of the company, as owed to the Noteholders, was in excess of US$400 million, making this one of the largest restructuring exercises for noteholders in the oil and gas industry.
  • Acting in a matter requiring the engagement of Indonesian counsel and the counterpart of the liquidators in Indonesia holding control over assets which were charged to clients. It involves multi-jurisdictional issues relating to enforcement in the course of insolvency which had to be dealt with whilst advising clients on the impact of the scheme on their rights as secured creditors, including the consequences of loss of priority and rights over assets in Indonesia in the event of the scheme of arrangement being approved in Court. In the course of the engagement, working in tandem with other major creditors who were similarly affected and the coordination of efforts between major creditors of the company involved advising clients of the various pros and cons of supporting or objecting to the scheme.
Reported Cases
  • Skandinaviska Enskilda Banken AB (Publ), Singapore Branch v Asia Pacific Breweries (Singapore) Pte Ltd and others and other suits [2006] 3 SLR(R) 441; [2006] SGHC 91
  • Lim Swee Khiang and another v Borden Co (Pte) Ltd and others [2005] 4 SLR(R) 141; [2005] SGHC 135
  • Bayerische Hypo- und Vereinsbank AG v Asia Pacific Breweries (Singapore) Pte Ltd and other applications [2004] 4 SLR(R) 39; [2004] SGHC 155
  • Re Lion City Holdings Pte Ltd [2003] 3 SLR(R) 493; [2003] SGHC 43
  • Ow Chor Seng v Coutts Bank (Schweiz) AG [2002] 1 SLR(R) 380; [2002] SGHC 41
  • Wah Yuen Electrical Engineering Pte Ltd v Singapore Cables Manufacturers Pte Ltd [2002] SGHC 297
  • Ho Kon Kim v Lim Gek Kim Betsy and others and another appeal [2001] 3 SLR(R) 253; [2001] SGCA 67
  • Ho Kon Kim v Lim Gek Kim Betsy and others and another appeal [2001] 3 SLR(R) 220; [2001] SGCA 62
  • Development Bank of Singapore Ltd v Heng Holdings SEA (Pte) Ltd and others [2000] 1 SLR(R) 95; [2000] SGHC 7
  • Chew Kong Huat and others v Ricwil (Singapore) Pte Ltd [1999] 3 SLR(R) 1167; [1999] SGCA 90
  • Chin Yoke Choong Bobby and another v Hong Lam Marine Pte Ltd [1999] 3 SLR(R) 907; [1999] SGCA 81
  • Ng Wei Teck Michael and others v Oversea-Chinese Banking Corp Ltd [1998] 1 SLR(R) 778; [1998] SGCA 21
  • Ri Jong Son v Development Bank of Singapore Ltd [1998] 1 SLR(R) 824; [1998] SGHC 84
  • Mutu Jeras @ M Jeyaraj v Ming Arcade Pte Ltd & 2 Ors [1992] SGHC 192
Memberships / Directorships
  • Member, Law Society of Singapore
  • Member, Insolvency Committee, Law Society of Singapore
  • Member, Singapore Academy of Law
  • Fellow of IPAS (Insolvency Practitioners Association of Singapore)
  • Delegate and member, INSOL
  • Director of ERGO Singapore Pte Ltd
Publications
  • Author of chapter on Schemes of Arrangement: An Overview of Some Practical Issues to be considered: Insolvency and Restructuring in Singapore (2003)
  • Co-authored ‘Law and Practice of Injunctions in Singapore’ published by Thomson / Sweet & Maxwell Asia
  • Author of CMS Anti-Bribery and Corruption Guide for Singapore and coordinating author for the regional guide covering ASEAN
  • Published article in SG Employment Module focusing on corruption and bribery in Singapore
  • Author of Cross Border Investigations and Asset Tracing for R&T Asia write up