Legal

With nearly $180 million of debt, IPP proposes interim juridical management

IPP’s business and operations were ‘severely impacted’ by MPA’s temporary suspension of bunker craft operator licence, claimed company director.

Published

6 years ago

August 27, 2019

Admin

UPDATE: A spokesperson from Kairos Oil Trading has clarified with Manifold Times the company does not have any accounts receivables with IPP.

Singapore bunker supplier Inter-Pacific Petroleum Pte Ltd (IPP) and its parent company Inter-Pacific Group Pte Ltd (IPG) on Friday (16 August) filed an application for interim judicial management at the High Court of the Republic of Singapore.

An affidavit filed by Zoe Cheung, the current director of IPP and IPG, on Tuesday (20 August) provided more details of developments leading up to the company’s decision to come under interim judicial management.

It noted that IPG originally had two shareholders, namely Zoe Cheung (85%) and Dr Goh Jin Hian (15%); Dr Goh was a director of IPG and IPP until 20 August 2019 when his resignation took effect. An individual of Pek Chong Beng is the current nominee local director in IPG and IPP, in place of Dr Goh.

The document alleged that IPP posted total accounts receivables of USD 21.07 million from 21 trading counterparties to date; notably, the majority at USD 14.73 million, or 69.9%, of the total figure was from Minerva Bunkering Pte Ltd.

Inter-company receivables of USD 248.36 million from five related firms of Chuang Xin (China) Group Limited, Inter-Pacific Group Pte Ltd, Inter-Pacific Petroleum Trading Pte Ltd, Pacific Energy 8 Pte Ltd and Pacific Ship Management Pte Ltd were declared.

Chuang Xin (China) Group Limited, currently insolvent, undertook USD 237.36 million, or 95%, of the total inter-company receivables.

Significant and verifiable liabilities totalling USD 181.63 million consisted of trade financing from SocGen with an outstanding amount of USD 96.3 million, MayBank banking facilities of USD 69.8 million, and account payables of USD 2.43 million to 10 players; ~~the highest outstanding amount stands at around USD 1.16 million, or 48%, which is owed to Kairos Oil Trading Pte Ltd.~~

The purported affidavit highlighted IPP, “has been struggling to put its books and accounts into good order. However, as the business was still able to maintain its cashflow to meet its mature liabilities, the company was able to continue its trading flow.”

“However, on 14 June 2019, the Maritime Port Authority (MPA) issued a Port Marine Circular No. 14 of 2019 stating that arising (sic) from an enforcement check on a bunker tanker operated by IPP, the MPA had temporarily suspended IPP’s bunker craft operator license with effect from 27 June 2019 until further notice.

“The reason for the suspension is related to an incident involving an outsourced employee, and IPP is presently investigating the incident and cooperating with MPA in this regard to provide further information as relevant. However, the immediate effect of the suspension was to prevent IPP from operating as a bunker craft operator in Singapore.

“As a result of the suspension of the license, IPP’s business and operations were severely impacted.”

IPP noted the development caused the firm to incur “very significant expense and effort”, together with disruption to its business, as it had to arrange for other operators to take on contracts due to the license suspension.

The suspension also “significantly impacted counterparties’ confidence” in IPP as players which previously offered credit started asking for cash terms, “such that there is insufficient cash to sustain operations.”

Moving forward, the directors of IPG and IPP said they have received a letter from a confidential investor which is a publicly-listed company in Hong Kong who may, amongst other options, take on short term six-month charters of IPG’s vessels to allow for cash generation while providing other solutions pending the outcome of IPP’s licensing issues at Singapore.

Photo credit: Manifold Times
Published: 27 August, 2019

Legal

Helmsman on Inter-Pacific Petroleum legal battle: When ignorance meets fraud

Lester Ho, Associate Director of law firm Helmsman shared his timely key takeaways on the recent case of Goh Jin Hian against defunct Singapore bunker supplier Inter-Pacific Petroleum.

Published

20 hours ago

June 13, 2025

Admin

Lester Ho, Associate Director of multi-disciplinary law firm Helmsman LLC shared his timely key takeaways on the recent case of Goh Jin Hian v Inter-Pacific Petroleum when the Appellate Division of the High Court in Singapore overturned the High Court’s finding that Mr Goh’s breach had caused IPP to incur the losses:

The collapse of a company often prompts a search for blame, especially where the downfall stems from deliberate misconduct such as fraud that appears avoidable in hindsight. Unsurprisingly, a company’s directors are frequently perceived as the root of the problem and become prime suspects in the inevitable witch hunt for accountability. The recent case of Goh Jin Hian v Inter-Pacific Petroleum Pte Ltd (in liquidation) [2025] SGHC(A) 7 is a timely reminder of a director’s duties as well as the legal risks in the event of breach.

The downfall of Inter-Pacific Petroleum Pte Ltd (“IPP”) is well-documented. The Maritime Port Authority of Singapore suspended IPP’s bunker craft operator licence after discovering that the mass flow meter of a bunker tanker chartered by IPP had been tampered with. Concerns raised by IPP’s banks in relation to its business led its non-executive director, Mr Goh Jin Hian, to discover that it was heavily indebted to the banks. It was also discovered that the facilities had been used on sham sale and purchase transactions.

IPP was subsequently placed in compulsory liquidation, and Mr Goh was sued for breach of his director’s duties. It was alleged that the sham transactions could have been prevented had Mr Goh discharged his duties and that he was therefore responsible for IPP’s losses. At first instance, the High Court found that Mr Goh had breached his duty of care and ordered him to compensate IPP for approximately US$146 million in losses (Inter-Pacific Petroleum Pte Ltd (in liquidation) v Goh Jin Hian [2024] SGHC 178). Among other things, the High Court found that Mr Goh was in breach because he was entirely ignorant of IPP’s cargo trading business.

The Appellate Division of the High Court upheld the finding that Mr Goh had breached his duty for having been unaware of IPP’s cargo trading business. However, it overturned the High Court’s finding that Mr Goh’s breach had caused IPP to incur the losses. The Appellate Division found that IPP failed to prove that Mr Goh would have uncovered the sham transactions even if he had discharged his duty. Accordingly, Mr Goh was absolved of his liability to compensate IPP.

There are two broad takeaways from the decision.

The first takeaway is that every director, both executive and non-executive, is held to a minimum standard of care. This standard requires directors to take reasonable steps to put themselves in a position where they can guide and monitor the management of the company. Put simply, ignorance of a company’s business is no defence, even for non-executive directors that are not involved in everyday operations. Accordingly, although Mr Goh was a non-executive director, the fact that he was unaware that IPP was carrying on the business of cargo trading meant that he was in breach of his duties.

It may be surprising that a director could be entirely unaware of an important part of a company’s business. But the reality is that modern day companies have become commercial behemoths with complex and layered operations that makes it all too easy for directors (especially non-executive directors) to delegate oversight over critical business decisions and lose visibility of what their companies do. It is therefore important for directors, regardless of their formal titles, to ensure that there is a robust chain of reporting and command such that they have sufficient knowledge of the company’s operations to discharge their duties.

The second is that, while the law imposes high standards on directors, it does not demand unrealistic standards. As noted, the Appellate Division accepted that Mr Goh had breached his duties for having been unaware of IPP’s cargo trading business. However, it was not persuaded that, even if Mr Goh had discharged his duties and had been properly informed of IPP’s activities, the sham transactions could have been prevented. IPP was affected by what the Appellate Division considered a “deep-seated fraud” that had gone undetected even by IPP’s auditors. In the circumstances, it was far from clear that Mr Goh could have prevented the loss even if he had discharged his duty.

However, just because the law does not expect directors to be superhuman does mean that directors can afford to be complacent. Directors would still do well to take reasonable and diligent steps to ensure that they have a good grasp of the company’s operations and engage competent professionals (e.g., auditors) to help surface risks that they may otherwise miss. In a sense, Mr Goh avoided liability not because his breach was minor, but because the extent of the fraud perpetrated meant that the gravity of his breach cannot be said to have caused the loss. In other words, a less sophisticated or extensive fraud might have yielded a drastically different outcome – directors should take heed.

A timeline organised list of events preceding the current development of Inter-Pacific Petroleum has been recorded by Manifold Times below:

Photo credit: Helmsman
Published: 13 June, 2025

Biofuel

BIMCO subcommittee launched to develop bio bunker fuel clause for time charters

Newly formed subcommittee marks a proactive step toward addressing legal and operational challenges posed by the growing use of biofuels in shipping.

Published

5 days ago

June 9, 2025

Admin

International shipping association BIMCO on Wednesday (4 June) launched a new subcommittee to develop a Biofuel Clause for Time Charter Parties, marking a proactive step toward addressing the legal and operational challenges posed by the growing use of biofuels in shipping.

With regulatory frameworks like the EU ETS, FuelEU Maritime, and the upcoming IMO Net-zero Framework measures reshaping fuel strategies, biofuels are becoming an increasingly attractive option for reducing emissions. Yet, their integration into charter agreements remains complex, often raising questions around fuel quality, engine compatibility, and liability.

The newly formed subcommittee, comprising shipowners, charterers, P&I representatives and technical experts, met for the first time on 7 April 2025. Its work will focus on defining the scope and standards for biofuels, clarifying how they may be supplied and handled, and ensuring that their use aligns with performance expectations and regulatory obligations.

The clause will also consider the practical realities of biofuel use, such as blending with conventional fuels, onboard storage, and the implications for speed and consumption warranties. By addressing these issues, BIMCO aims to provide a flexible yet robust contractual solution that supports compliance without compromising vessel reliability.

A draft clause is expected to be presented at BIMCO’s Documentary Committee meeting in October 2025. Once adopted, it will offer much-needed clarity for charterers and owners navigating the transition to low-carbon operations.

Photo credit: BIMCO
Published: 9 June, 2025

Legal

Singapore: Ex-Director of Inter-Pacific Petroleum wins appeal against former company

Appellate Division of the High Court has found Dr Goh Jin Hian not liable to pay up to USD 146 million of the company’s total USD 156 million loss.

Published

1 week ago

June 6, 2025

Admin

The Appellate Division of the High Court on Thursday (5 June) has found a former Director of defunct Singapore bunker supplier Inter-Pacific Petroleum (IPP) not liable to pay up to USD 146 million of the company’s total USD 156 million loss.

The decision sets aside an earlier decision by the High Court that found Dr Goh Jin Hian responsible for the company’s financial loss.

The Appellate Division of the High Court found that even though it agreed that Dr Goh had breached his duty of care as a director, IPP has failed to show that his breach caused loss to the company.

In a judgment issued by the Appellate Division of the High Court, sighted by Manifold Times, it wrote: “While we agree with the Judge that Dr Goh had breached the Care Duty by reason of his ignorance of the cargo trading business, IPP has failed to show causation, ie, that the breach caused the loss in question.

“Also, we disagree with the Judge that the Care Duty was breached as regards the purported red flags. Finally, we find that Dr Goh did not breach the Creditor Duty in relation to the Cargo Drawdowns.”

The justices presiding the appeal were Tay Yong Kwang, Woo Bih Li and Kannan Ramesh.

IPP Judicial Managers (JMs) Deloitte Singapore, the plaintiffs, on April 2023 initiated a legal suit against Dr Goh, the defendant, suing him for over USD 156 million over losses due to alleged breach of his Director’s duties.

A timeline organised list of events preceding the current development of Inter-Pacific Petroleum has been recorded by Manifold Times below:

Photo credit: Manifold Times
Published: 6 June, 2025

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With nearly $180 million of debt, IPP proposes interim juridical management

Legal

With nearly $180 million of debt, IPP proposes interim juridical management

Legal

Helmsman on Inter-Pacific Petroleum legal battle: When ignorance meets fraud

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BIMCO subcommittee launched to develop bio bunker fuel clause for time charters

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