CFO loses $200k bonus claim after choosing his own interpretation of employer's requirements

SINGAPORE – A chief financial officer who claimed $200,000 in unpaid bonuses has lost his case after a judge found that he had effectively rewritten his employer’s requirements because he believed he knew better.

Ngai Nai Ping Jango joined precision-engineering company Banshing Industrial as its CFO in November 2022, on a monthly salary of $20,000 and an annual performance bonus of $100,000.

His employment was terminated in November 2024, and he left the company in January 2025. He sued for $200,000 in unpaid bonuses for 2023 and 2024, arguing that he had fulfilled the bonus requirements through a financial valuation model he developed and that the company’s founder had assured him the bonuses would be paid.

District Judge Jonathan Ng Pang Ern dismissed his claims on Sept 1, ruling that Ngai had “unilaterally reinterpreted” the bonus criteria because he thought he knew better.

The dispute arose after Banshing director Alvin Cheng Kaway sent Ngai an e-mail in June 2023, setting out what would form the basis of his bonus.

This involved a financial valuation model in an Excel workbook. The workbook was to contain seven worksheets covering areas including historical financial data, financial statements, forecasts, market data, return on invested capital, free cash flow and a final valuation.

Ngai acknowledged receipt of the material and later discussed the requirements with Cheng.

But he did not deliver the seven worksheets.

Instead, Ngai said he had developed his own valuation and return-on-investment model, which he argued met the purpose of what his employer wanted.

Judge Ng rejected this, holding that the seven worksheets were the actual criteria for the bonus and that Ngai had not satisfied them.

Ngai himself accepted this during the trial.

Asked whether he had reinterpreted his manager’s requirements based on what he thought his manager really wanted, he replied: “That’s correct.”

He said he knew more about valuation models than Cheng and could deliver a model that produced the expected results, although not in the required format or template.

Judge Ng said it was not open to Ngai to do this.

The criteria were “extremely specific”, he said.

“Thus, regardless of what the claimant thought about the seven worksheets, and regardless of whether the claimant was correct in so thinking, they remained the criteria for the annual performance bonus,” he said.

“Had he simply delivered the seven worksheets as the defendant had required, he might have found himself in different circumstances today.”

“In this sense, he was the author of his own predicament.”

The dispute also arose because Ngai’s employment contract said that the bonus criteria were to be agreed and defined during his three-month probation.

Ngai argued that Banshing had breached the contract by failing to do so.

But Judge Ng rejected this.

The contract imposed a bilateral obligation on both sides to agree and define the criteria, he said.

The bonus was discussed at a meeting in March 2023, but by then his probation had ended.

More importantly, the judge found that the parties subsequently agreed on the bonus criteria.

In June 2023, Cheng e-mailed Ngai saying that the Excel valuation model would form the basis of his bonus.

Ngai replied that he had received the e-mail and looked forward to discussing it.

Judge Ng said the criteria had therefore been agreed and defined by June 16, 2023, at the latest.

The same criteria also carried over into 2024, the judge held.

During the trial, Ngai argued that he had nevertheless completed the work required through an ROI model that he developed and introduced to the company.

He said he had introduced a capital expenditure policy and ROI framework, trained finance managers, developed an ROI template and incorporated the process into the company’s approval procedures.

But Judge Ng said Ngai’s evidence was “long on technical jargon but short on any meaningful explanation” of how his work satisfied the actual bonus criteria.

Several technical terms were undefined, and it was unclear whether terms that were similar but not identical referred to the same thing, he said.

“It is not good enough for the claimant to just throw up one unexplained technical term after another and expect the court to somehow understand and make sense of it all,” said Judge Ng.

Ngai later changed his position, arguing in his closing submissions that he had delivered the “substance” of the seven worksheets.

But the judge said he did not explain how each worksheet corresponded to something he had delivered.

At trial, Ngai also argued that he deserved the bonus because he had gone beyond his normal duties.

Asked whether his position was essentially that he was an “exceptional CFO” who was therefore entitled to the bonus, Ngai replied: “Yes.”

Judge Ng rejected this, saying that whatever Ngai’s assessment of his own performance, he had to meet the specific criteria set for the bonus.

In the lawsuit, Ngai also alleged that Banshing’s founder and managing director Albert Cheng Po Hing had orally assured him that the unpaid bonuses would eventually be paid.

He said Albert Cheng told him in January 2024 that the 2023 bonus had been deferred because the company was facing cash-flow problems, but would be paid when its financial position improved.

He also said he had been told that the bonuses for 2023 and 2024 would be paid.

Albert Cheng denied making these representations.

Judge Ng said he was unable to prefer Ngai’s evidence over Albert Cheng’s. If anything, Albert Cheng’s evidence was more convincing.

He noted that Ngai had active WeChat communications with Albert Cheng but had not pointed to any documentary evidence referring to the alleged promises.

Ngai therefore failed to prove that the representations had been made.

The parties were ordered to file written submissions on costs within two weeks.

Ngai was represented by lawyer Viveganandam Devaraj from Lions Chambers, while Banshing was represented by lawyers Bryan Manaf Ghows and Teh Ri Xing Ruth from Ghows.

This article was first published in The Straits Times . Permission required for reproduction.

新加坡——一名首席财务官声称雇主未支付 20 万美元奖金，但法官认定他实际上篡改了雇主的要求，因为他认为自己比雇主更懂，因此败诉。

2022 年 11 月，Ngai Nai Ping Jango 加入精密工程公司 Banshing Industrial 担任首席财务官，月薪 20,000 美元，年绩效奖金 100,000 美元。

他的雇佣关系于 2024 年 11 月终止，并于 2025 年 1 月离开公司。他起诉公司，要求支付 2023 年和 2024 年未支付的 20 万美元奖金，理由是他通过自己开发的财务估值模型满足了奖金要求，而且公司创始人也向他保证会支付奖金。

地方法官 Jonathan Ng Pang Ern 于 9 月 1 日驳回了他的诉讼请求，裁定 Ngai “单方面重新解释”了奖金标准，因为他认为自己更懂。

这场纠纷的起因是 Banshing 董事 Alvin Cheng Kaway 于 2023 年 6 月向 Ngai 发送了一封电子邮件，阐述了其奖金的计算依据。

这涉及到一个基于Excel工作簿的财务估值模型。该工作簿包含七个工作表，涵盖历史财务数据、财务报表、预测、市场数据、投资回报率、自由现金流和最终估值等领域。

Ngai确认收到材料后，与Cheng讨论了相关要求。

但他并没有交出那七份练习题。

吴先生表示，他开发了自己的估值和投资回报模型，他认为该模型符合雇主的要求。

吴法官驳回了这一说法，认为这七份工作表才是奖金的真正标准，而吴某并没有满足这些标准。

审判期间，Ngai本人也承认了这一点。

当被问及是否根据自己对经理真正想法的理解重新诠释了经理的要求时，他回答说：“没错。”

他说他比程更了解估值模型，可以提供一个能够产生预期结果的模型，尽管格式或模板可能不符合要求。

吴法官表示，Ngai无权这样做。

他说，这些标准“非常具体”。

“因此，无论申索人对这七份工作表有何看法，也无论申索人的想法是否正确，这些工作表仍然是年度绩效奖金的评判标准，”他说。

“如果他当时按照被告的要求交出了那七张练习题，他今天或许就会身处不同的境地了。”

“从这个意义上讲，他是自己困境的始作俑者。”

此次争议的起因是，Ngai 的雇佣合同规定，奖金标准应在其三个月的试用期内商定和确定。

Ngai认为Banshing未能履行合同，违反了合同。

但吴法官驳回了这一请求。

他说，合同规定双方有双边义务就标准达成一致并加以界定。

2023 年 3 月的一次会议上讨论了奖金问题，但那时他的试用期已经结束了。

更重要的是，法官认定双方随后就奖金标准达成了一致。

2023 年 6 月，程发邮件给倪，称 Excel 估值模型将作为他奖金的依据。

Ngai 回复说他已收到邮件，期待就邮件内容进行讨论。

吴法官表示，因此相关标准最迟应在 2023 年 6 月 16 日之前达成一致并确定下来。

法官认为，同样的标准也适用于 2024 年。

在审判期间，Ngai 辩称，尽管如此，他还是完成了所需的工作，这得益于他开发并引入公司的 ROI 模型。

他说他引入了资本支出政策和投资回报率框架，培训了财务经理，制定了投资回报率模板，并将该流程纳入了公司的审批程序。

但吴法官表示，吴先生的证词“充斥着大量技术术语，却缺乏任何有意义的解释”，来说明他的工作如何满足实际的奖金标准。

他说，一些技术术语没有定义，而且不清楚相似但不完全相同的术语是否指的是同一件事。

“原告不能只是抛出一个又一个未经解释的技术术语，就指望法庭能够理解并明白这一切，”吴法官说。

Ngai后来改变了立场，在结案陈词中辩称，他已经提交了七份工作表的“实质内容”。

但法官表示，他没有解释每张工作表与他所交付的内容是如何对应的。

在庭审中，吴先生还辩称，他应该获得奖金，因为他已经完成了超出正常职责范围的工作。

当被问及他的立场是否本质上是他是一位“杰出的首席财务官”，因此有权获得奖金时，Ngai 回答说：“是的。”

吴法官驳回了这一说法，称无论吴某如何评价自己的表现，他都必须达到奖金的具体标准。

在诉讼中，Ngai 还声称，Banshing 的创始人兼董事总经理 Albert Cheng Po Hing 曾口头向他保证，未支付的奖金最终会支付。

他表示，Albert Cheng在2024年1月告诉他，由于公司面临现金流问题，2023年的奖金已被推迟发放，但会在公司财务状况改善后支付。

他还表示，他被告知 2023 年和 2024 年的奖金将会发放。

程艾伯特否认曾做出过这些陈述。

吴法官表示，他无法认定吴某的证词优于郑某的证词。如果非要说的话，郑某的证词更有说服力。

他指出，Ngai 与 Albert Cheng 有频繁的微信联系，但没有提供任何书面证据来证明所谓的承诺。

因此，Ngai未能证明这些陈述确实存在。

双方被责令在两周内提交关于诉讼费用的书面陈述。

Ngai 的代理律师是 Lions Chambers 的 Viveganandam Devaraj 律师，而 Banshing 的代理律师是 Ghows 律师事务所的 Bryan Manaf Ghows 和 Teh Ri Xing Ruth 律师。

本文最初发表于《海峡时报》。转载需获得许可。