Wong Mei Lee, Millie v Jake Ngor Shing Rong

1 The appellant (“Millie”) and the respondent (“Jake”) were in a romantic relationship. Sometime in December 2019 (“Purchase Day”), they exercised an option to purchase a condominium unit (“Property”) before a representative from Advance Law LLC named “James”. They also signed a document stating that they would hold the Property as tenants-in-common in the ratio of 99% (Millie) to 1% (Jake). The parties registered their interest in the Property in that 99:1 ratio upon completion in March 2020. After the parties separated in November 2020, a dispute arose as to the ownership of the Property.

2 Jake’s case was that he agreed that Millie’s 99% registered interest would beneficially vest in her if: (a) he cheated on her (“Cheating Condition”); or (b) if he transferred his interest in the Property to her, such that she would fully own the Property, and he purchased a second property in his sole name without having to pay ABSD (“2nd Property Condition”). Since Jake’s financial contributions to the Property were greater than Millie’s, and neither the Cheating Condition nor the 2nd Property Condition were satisfied, Jake beneficially owned the Property in proportion to his financial contributions under a resulting trust. Millie’s case was that she was insecure in the relationship and Jake promised to give her 99% of the Property to assure her that he would not cheat on her. Their common intention was for the 99:1 ratio to reflect their legal and beneficial ownership.

3 A judge sitting in the General Division of the High Court (“Judge”) found that Jake did not intend to immediately and unconditionally benefit Millie with his financial contributions to the Property, but only if he cheated on her, and so Millie held part of her registered interest on a resulting trust for Jake. The Judge found that the resulting trust arose as an incidental consequence of an illegal purpose of under-stamping but determined that denying the claim would be a disproportionate response to the illegality.

4 On appeal, Millie argued that: (a) the Judge decided against the weight of the evidence in finding that a resulting trust arose over the Property; (b) the Judge erred in expanding the concept of “conditional resulting trusts” recognised in Khoo Phaik Ean Patricia v Khoo Paik Eng Katherine [2025] 1 SLR 758; and (c) the Judge erred in characterising Jake’s illegality as under-stamping and in finding that it was disproportionate to deny Jake’s claim.

5 The court had to first analyse the evidence from which the transferor’s intention may be inferred and recourse to presumptions may only be necessary in cases where there was no or insufficient evidence from which such an inference may properly be drawn. In modern times, it would be rare that such evidence would be unavailable. Even in cases where the transferor was deceased or unable to give evidence, contemporaneous documentary evidence would likely exist to shed light on his intention at the material time. Where the transferor was available to give direct evidence of his intention, it was difficult to conceive of when the application of the presumptions would be necessary: at [30] and [33].

6 The likely availability of admissible evidence as to the transferor’s intention largely explained why presumptions had been relegated to tools of last resort. The transferor-claimant bore the evidential burden from the start to prove that he did not intend to benefit the transferee-defendant with his financial contributions. This would require the transferor-claimant to adduce sufficient evidence necessary to discharge or at least shift that evidential burden. Where relevant evidence was notionally available but not adduced by the transferor-claimant, it was for the court to determine whether an adverse inference should be drawn against the transferor-claimant: at [32] and [35].

7 The evidence in the present case was sufficient to reveal the parties’ actual intentions and there should be no recourse to presumptions. The evidence showed that the parties intended for the 99:1 ratio to reflect their legal and beneficial ownership of the Property, and Jake did intend to benefit Millie with his financial contributions, and so a resulting trust did not arise over the Property: at [36] and [90].

8 The parties’ evidence was that they did not know or understand the distinction between legal and beneficial interests. The fact that the parties registered their legal interests in a 99:1 ratio, whilst not being aware that they could beneficially own the Property in a different manner, strongly supported that the parties commonly intended for Millie to legally and beneficially own 99% of the Property. There was no evidence to suggest that the parties intended to own the Property in a manner different from their registered interests: at [37] and [39].

9 There was no evidence to support Jake’s claim that the parties initially agreed to purchase the Property in equal shares on Purchase Day (“50:50 Agreement”). Jake’s failure to make earlier mention of a document which he claimed the parties had signed to reflect the 50:50 Agreement was inexplicable. An adverse inference that the 50:50 Agreement did not exist should have been drawn against Jake for his failure to call James as a witness: at [42] and [44]–[46].

10 Jake’s case on the Cheating Condition was rejected because: (a) his explanation of the condition was inconsistent and unreliable; (b) the condition was illogical; and (c) the existence of the condition was not borne out by the parties’ text messages: [49]–[68]

11 Jake’s case on the 2nd Property Condition was rejected because: (a) his explanation of the condition was inconsistent and unreliable; and (b) the existence of the condition was not borne out by the parties’ text messages: [69]–[75]

12 Contrary to the Judge’s finding, the parties use of the phrase “under [Millie’s] name” in their text messages did not specifically mean nominal ownership. The Judge erred in failing to recognise that the parties’ other text messages could be reasonably interpreted in a way which supported Millie’s case. There was also a text message, which the Judge did not refer to, which supported Millie’s case: at [78]–[79] and [81]–[83].

13 The other evidence relied on by the Judge to support his finding that Jake did not intend to immediately benefit Millie with his financial contributions to the Property were neutral: [84]–[88]

14 As a resulting trust did not arise, it was unnecessary to consider whether the Judge erred in expanding the concept of “conditional resulting trusts”: at [92].

15 It was also unnecessary to consider whether the resulting trust found by the Judge was unenforceable for illegality, but the court made some tentative observations on the issue. These were premised on there being a resulting trust as found by the Judge in Jake’s favour: at [93].

16 Under-stamping and tax evasion were potentially relevant where the 99:1 arrangement involved a trust over the first property. If Jake transferred 1% of the Property to Millie at the decoupling stage, there would be no avenue for him to declare his remaining beneficial interest in the Property, and there would be no need to pay stamp duty on that remaining beneficial interest. The illegality would only be engaged at the purchase of the second property stage, where Jake falsely represented to the authorities that he did not have any interest in the Property so that he could purchase the second property without incurring ABSD: at [101] and [108].

17 If the Judge was right that Jake did not intend to benefit Millie with his financial contributions or for her to own 99% of the Property, the same evidence necessarily indicated that Jake intended to have an interest in the Property larger than his 1% registered interest and knew that he had such a larger interest, regardless of whether he was aware of the specific labels of “legal” and “beneficial” interests: at [110].

18 The plan was always for Jake to transfer 1% of the Property to Millie and then purchase a second property without paying ABSD. If Jake knew of his larger beneficial interest in the Property but intended not to declare it when purchasing the second property so that he would not incur ABSD, that would reflect an intention to evade ABSD. The Judge would have been wrong to find that the illegality contemplated by Jake was merely under-stamping and not tax evasion. Given that the illegal purpose would have been tax evasion, denying the resulting trust claim would not have been a disproportionate response: at [112]–[113] and [118].

19 The nature and gravity of the contemplated tax evasion was serious as it involved deliberate and fraudulent concealment of information and was a serious criminal offence: at [119].

20 The resulting trust was the precise legal arrangement which, if undisclosed to the authorities, would have allowed Jake to retain a beneficial interest in the Property whilst purchasing a second property without incurring ABSD, thereby amounting to tax evasion: at [122].

21 The illegal purpose of evading ABSD tainted the resulting trust the moment it crystallised. Recognising a resulting trust would effectively be endorsing the illegal intention, and it was no answer to say that no ABSD was in fact evaded or that the parties would no longer pursue that intention: at [128].

22 The mere existence of a statutory mechanism to retrospectively correct an illegality did not detract from the fact that it was impermissible and unacceptable for parties to deliberately structure their transactions in a way which evaded their tax obligations. Allowing Jake’s resulting trust claim would amount to condoning an illegal purpose which, in the present case, would undermine the ABSD regime: at [129]–[130].

23 Where the illegal purpose in question involved dishonesty, it would be extremely rare that the financial consequences of denying a claim would outweigh the gravity of the illegality: at [131].