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2 Singapore directors fined S$8,500 & S$4,000 for US$2.36 MILLION money laundering SCAM

06/05/2025

A SINGAPORE man who was a director of more than 380 companies in Singapore was on Thursday (April 11) ordered to pay a fine of, after two of the companies he incorporated, or helped to incorporate, were found to have laundered millions of dollars in scam money.

Zheng Jia, 41, pleaded to

  • One charge each of failing to exercise due diligence in the discharge of his director duties and
  • Abetting Er Beng Hwa in the latter’s failure to exercise due diligence in the discharge of directorial duties.

Another similar abetting charge relating to Er Beng Hwa [Er] was considered for sentencing.

  • Er, the co-accused, a jobless Singaporean at the time of his offences,
  • Was paid to be a director “in name” to 186 companies, of which some had transacted money from scam victims.
  • Er was sentenced to a fine of S$4,000 last year.

WHAT HAPPENED

The court heard that Zheng, a Singapore permanent resident who was originally from China, was a chartered accountant who provided accounting and corporate secretarial services via three companies —

  • Atoms Global,
  • Zhuoxin Global and
  • Panasia Secretarial Services.

In November 2019,

  • He expanded Atoms Global's incorporation services into the Chinese market by setting up a Panasia Secretarial Services office in Shenzhen.
  • Prospective clients would then approach Panasia Secretarial Services if they would like to incorporate a company in Singapore.
  • Zheng would then register himself as a director and corporate secretary of these companies to fulfil the statutory requirement for a Singapore-based resident director.

Deputy Public Prosecutor (DPP) Vincent Ong said

  • That Zheng would get these clients to sign an engagement letter stating that they would not engage in illegal activities and would not be liable for anything to do with the company since he was not involved with its business.
  • Panasia Secretarial Services would run a check on the prospective client on Sentroweb, an online customer due diligence solutions provider, requiring them to submit a due diligence form with their identification documents.
  • Beyond that, Zheng would take the words of the client's agents “at face value”,  
  • “Beyond the simple online search, he did not do anything to check that the companies were not being used for illegal activity,”  

Between 2019 and 2020,

  • Zheng charged S$1,000 to S$1,400 yearly for each Chinese company registered, drawing a monthly salary between S$10,000 and S$15,000.
  • Sometime in May 2020, Panasia Secretarial Services and Zheng incorporated Ocean Wave Shela, which purportedly dealt with manufacturing clothes and household appliances.

The company later moved to dealing with wholesale clothing and footwear.

  • Ocean Wave Shela later opened a United Overseas Bank (UOB) bank account in Singapore.
  • The company’s other director, Zhong Haibo, from China, was the authorised signatory of the account. However, when opening the account, Zheng provided his identification document to the bank.
  • In October 2020, an American company fell victim to a business impersonation scam and transferred US$64,630 to Ocean Wave Shela’s UOB account on Oct 28.
  • The funds were transferred to a bank account in China on October 29.
  • Zheng stopped acting as the director of Ocean Wave Shela on November 9, after police investigations into the cheating began.

LAUNDERING US$2.36 MILLION IN SCAM MONEY

  • At some point after sourcing clients from China, Zheng found that he could not handle the volume of companies engaging his services and looked for someone else to act as a director for some of these companies.
  • Er, unemployed between April and June 2020, was introduced to Zheng through an acquaintance.
  • Er accepted Zheng’s proposal to be paid S$50 a year for each company where he became a nominee director, and an extra S$50 to open a bank account for the company or sign some documents.
  • DPP Ong said.
    • “While Er did not know what work Atoms Global or Zheng did, he did not ask further questions and agreed to the arrangement because he wanted the money,”
    • “Er understood from Zheng that he was to be a director of these companies in name only and was not to have any responsibility over the running of these companies or be required to do anything.”
  • From October, Er was employed by Atoms Global for a monthly pay of S$1,400.
    • One of the companies where Er was registered as a director and secretary was Rui Qi Trading, which was incorporated here on Aug 3, 2020.
    • The company opened accounts with UOB here for which Hou Xiahui, a citizen from China, was registered as the authorised signatory.
  • While Er was a director of the company,
    • About US$2.36 million in fraudulently obtained funds were channelled through its UOB accounts and then transferred to various accounts overseas.
    • Investigations found that Zheng was a director of a total of 384 companies in Singapore. As of January 2021, he held 135 current directorship appointments.
    • As of January 2021, Er was a director of 186 companies in total, and 177 of these appointments were held.
  • Seeking a jail term of four to six weeks and disqualification from any directorship for five years, DPP Ong argued
    • There must be a systematic deterrence against business models that “seek to undermine the applicable regulatory frameworks” in Singapore.
    • In this case, Zheng had structured his business model so that it "effectively prevented" a nominee director from supervising his company, thereby "enabling illicit funds to be channelled" through their accounts,  
    • Zheng, in this case, was motivated by “monetary returns”,
    • Noting that he charged each incorporated company “to do nothing”.
  • Defence counsel Che Wei Chin from law firm Fervent Chambers
    • Sought a fine of between S$5,000 and S$8,000, or a jail term of between one and two weeks as an alternative.
    • He argued that in the case of Ocean Wave Shela, Zheng had asked the China-based director Zhong for necessary financial documents, albeit unsuccessfully, indicating that Zheng “did not completely wash his hands off” the company’s affairs.
    • Argued, both the Ocean Wave Shela and Rui Qi Trading cases, Zheng was only negligent in that he could not “detect the suspicious transactions promptly enough”,  
    • Said Zheng was also a first-time offender who fell into wrongdoing “in a moment of folly”,  
  • For failing to conduct reasonable due diligence as a director, Zheng could have been sentenced to a fine of up to S$5,000 or a jail term of no longer than 12 months.
  • Abetment of such an offence also carries a similar sentence.

Source

AS A RESULT OF THE ABOVE, THE FOLLOWING STORY IS IMPORTANT

SINGAPORE JUDGES SAY THAT BAD ACTORS, "SILENT” DIRECTORS, WILL BE JAILED.

The SINGAPORE High Court has set a stiffer sentencing framework for "silent" directors who are paid not to exercise oversight over the companies they incorporate in Singapore.

  • Imprisonment will now be the presumptive sentence for such offences, and
  • The director will be required to explain why this should not be the case.

Chief Justice Sundaresh Menon, Justice Tay Yong Kwang, and Justice Vincent Hoong

CONVICTED COMPANY DIRECTOR ZHENG JIA

  • According to the judgment, Zheng was a "silent" director who had incorporated or been registered as the director of 384 companies.
  • In 2019, he set up a business in Shenzhen for Chinese clients who wanted to incorporate companies in Singapore, pricing his services between S$1,000 and S$1,400 annually.
  • Zheng would register himself as the locally resident director of the companies and open bank accounts in their names. He was ignorant of the companies' affairs and exercised no control over them.
  • The business was so successful that he paid another person, Er Beng Hwa, to help him with the volume of work.
  • Er acted as a nominee director for 186 companies and helped open bank accounts for them.
  • In 2020, scam proceeds from four foreign victims, totalling more than US$2.4 million, were routed through the bank accounts of two companies incorporated by Zheng and Er.
  • Last year, Zheng pleaded guilty and was fined for failing to exercise reasonable diligence in discharging his duties as a director and abetting Er to do the same.
  • He was also banned from acting as a director or partaking in the management of any company for five years.

THE JUDGES

  • Explaining their decision, the High Court judges noted that the duty to exercise reasonable diligence as a director is broad and can be breached in "any number of ways".
  • They observed that in Zheng's case,
    • "The offender is a professional chartered accountant whose business model was
      • Predicated on his being registered as a locally resident nominee director of numerous companies incorporated for foreign clients,
      • But who would then exercise no control or supervision over the affairs of those companies whatsoever".
    • "There is simply no equivalence at all between such a director, and another who is involved in the affairs of a company or a group, but who makes a negligent error in the discharge of his duties."  
    • In fact, it was the "concerted dereliction of his core duty" as a director that enabled Zheng's "high volume, low effort enterprise and fuelled its growth",  
    • Zheng had "every intention to neglect" his duty from the outset, and this was precisely what made his services "attractive" to the clients whose criminal activities he enabled,  
  • In this context, the judges disagreed with the existing sentencing approach,
    • Which is that preserving Singapore's commercial environment should weigh against imposing imprisonment except where a director has acted "intentionally, knowingly or recklessly".
  • The judges said
    • "This is much too broad a statement, and it overlooks the gross differences between
      • One who offers a particular form of directorship that entails looking away from the affairs of the company, and
      • One is committed to the company's best interests but makes mistakes while carrying out his duties.
    • "Directors who assume their offices to abdicate their duty ... present serious risks to their companies specifically and Singapore's corporate and financial ecosystem generally, and they are acting knowingly, if not intentionally,"  

NON-EXHAUSTIVE LIST OF FACTORS THE COURT MAY CONSIDER IN SENTENCING OFFENCES

  • They set out a non-exhaustive list of factors the court may consider in sentencing offences under Section 157(1) of the Companies Act:
    • Extent of due diligence taken by the director about the company's activities and/or the client
    • Efforts made by the director to monitor the company's bank transactions
    • The extent to which the director knew or should have known that failing to oversee the company affairs could or would enable abuse
    • Duration of offending
    • Whether the offence was pursued as part of a business or other profit-driven scheme
    • Whether the director tried to conceal wrongdoing
    • Whether there was a transnational element to the offence
    • Harm caused by the offence
  • They then set out three revised bands as sentencing guidelines, based on the number of factors present:
    • For one to three factors, up to four months' jail
    • For four to five factors, five to eight months' jail
    • For six or more factors, nine to 12 months' jail
  • This would give an indicative sentence for the court to adjust based on offender-specific factors, such as remorse and cooperation with authorities, the judges said.

Source

FINES MONEY LAUNDERING

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