BP Singapore Pte Ltd v Jurong Aromatics Corp Pte Ltd
(receivers and managers appointed) and others and another
appeal [2020] SGCA 9
In an appeal against the High Court decision, the Singapore
Court of Appeal ("CA") upheld that the
vesting of an equitable interest in a debt in favour of secured
creditors by way of a crystallised floating charge, was sufficient
to destroy mutuality of debts required for insolvency set -off to
occur. It also discussed the impact of receivership on charged
receivables, and how non-assignment clauses and third-party set-off
rights could encroach on recovery of charged receivables.
Key Facts
Financing by Senior Lenders: The joint venture Jurong
Aromatics Corp Pte Ltd ("JAC") was
tasked with the development of the Jurong Aromatics Plant on Jurong
Island ("Plant"). JAC was financed by a
syndicate of financiers ("Senior
Lenders"), whose loans to JAC were secured by among
other things, a debenture ("Debenture")
between JAC and the
