Lai Kai Jin Michael (Lai Kairen Michael) v Maybank Securities Pte. Ltd. and another

Mr Lai Kai Jin Michael held brokerage accounts with Maybank Securities Pte Ltd and from 2011 to 2022 dealt with its trading representative, Ms Teo, to whom the court found he gave broad discretion to trade. Maybank Securities sent him contract notes, monthly statements and other documents recording every trade, but he generally did not read them. His contract required him to raise any error within fourteen days, failing which he could no longer dispute the documents. The court found that he collected his online trading password from Maybank Securities and gave it to Ms Teo, against the contract's terms; she used it to make manual edits to the portfolio he viewed on the mobile app. He also paid money into her personal bank account for IPO applications.

In Originating Claim No 887 of 2023 Mr Lai obtained default judgment against Ms Teo, and his claim against Maybank Securities went to trial. He sought an account of all transactions since 2011, or damages, for trades he said he authorised that were never executed, trades he said were unauthorised, and for the information he received, relying on what Ms Teo had told and shown him. Maybank Securities counterclaimed US$126,261.06 and HK$360,997.47 in contra losses, with contractual interest. Mr Lai has appealed.

1. Whether Maybank Securities had to give Mr Lai a fresh account of all transactions
2. Whether Maybank Securities was liable for allegedly authorised but unexecuted trades, including money paid to Ms Teo for IPOs
3. Whether the allegedly unauthorised trades were proved and whether Mr Lai could dispute them
4. Whether Maybank Securities was bound by what Ms Teo represented and whether its counterclaim succeeded

Maybank Securities had already accounted to Mr Lai through the documents it sent at the time. Mr Lai, a former litigation partner and general counsel who traded derivatives, was not financially illiterate, and his silence meant he could not now dispute their accuracy.

The contract let Maybank Securities decline to act on orders without liability, and none of the supposed unexecuted trades appeared in its records. His list of such trades rested on entries Ms Teo had keyed in manually, which said nothing about prior authorisation. Money paid to Ms Teo personally was paid at his own risk, as the contract said representatives could not collect payment; in taking it she acted as his agent, not the broker's.

The unauthorised trades claim was built after the event from an incomplete internal spreadsheet and was pure conjecture, illustrated by his treating the purchase leg of a contra pair as unauthorised but its profitable same-day sale as authorised. Claims for trades before 2017 were also time-barred.

Ms Teo had no actual or apparent authority to override the broker's documents or vary the contract. Mr Lai's sharing of his password enabled her edits, the platform carried disclaimers, editable portfolios were common among local brokerages, and there was no duty to monitor for such misuse. The counterclaim was proved from undisputed statements and reminders. On costs, the court may override a contractual indemnity only for manifest injustice, which was not shown.

Andre Maniam J dismissed Mr Lai's claim against Maybank Securities and allowed its counterclaim for the contra losses, S$52,972.13 in interest to 31 January 2024 and continuing contractual interest. Under the contract's indemnity clauses, costs of $1,150,434.29 were awarded to Maybank Securities after deducting two items for which no order would ordinarily be made.