CFO loses $200,000 bonus claim for rewriting employer's requirements

Ngai Nai Ping Jango joined Banshing Industrial as chief financial officer in November 2022, earning $20,000 a month plus an annual performance bonus of $100,000. When the company terminated his employment in November 2024 and he departed in January 2025, he sued for $200,000 in unpaid bonuses covering 2023 and 2024. On September 1, District Judge Jonathan Ng Pang Ern dismissed the claim entirely, finding that Ngai had essentially rewritten the bonus requirements on his own authority because he believed he understood the company's needs better than his employer did.

The trouble began in June 2023, when Alvin Cheng Kaway, a director at Banshing, sent Ngai an email laying out the bonus criteria. The requirements were precise: Ngai would need to deliver seven specific worksheets in an Excel workbook. These sheets were to cover historical financial data, financial statements, forecasts, market data, return on invested capital, free cash flow, and a final valuation. Ngai acknowledged receiving the material and discussed it with Cheng. But when it came time to deliver, he did not produce the seven worksheets. Instead, he developed his own valuation and return-on-investment model, reasoning that his approach satisfied the underlying purpose of what the company wanted, even if it did not match the requested format or template.

At trial, Ngai was direct about what he had done. When asked whether he had reinterpreted his manager's requirements based on what he thought the manager actually wanted, he answered yes. He explained that he possessed deeper knowledge of valuation models than Cheng and could deliver a model that would produce the expected results—just not in the required format. Judge Ng rejected this reasoning entirely. The criteria were "extremely specific," the judge wrote, and it was not open to Ngai to substitute his judgment for his employer's. "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," Judge Ng stated. He added pointedly: "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."

Ngai raised a secondary argument: that Banshing had breached his employment contract by failing to agree and define the bonus criteria during his three-month probation period, as the contract required. Judge Ng rejected this too. The contract imposed a bilateral obligation on both sides to reach agreement, the judge noted. Although a bonus discussion occurred in March 2023—after probation had ended—the parties subsequently agreed on the criteria. In June 2023, when Cheng emailed Ngai about the Excel valuation model forming the basis of the bonus, and Ngai replied that he had received it and looked forward to discussing it, the criteria had been agreed and defined. That same framework carried forward into 2024.

During the trial, Ngai pivoted to arguing that he had completed the required work through the ROI model he had developed and introduced to the company. He pointed to a capital expenditure policy he had created, an ROI framework, training he had provided to finance managers, an ROI template he had developed, and the incorporation of the process into the company's approval procedures. Judge Ng found this evidence wanting. It was "long on technical jargon but short on any meaningful explanation" of how the work satisfied the actual bonus criteria, the judge wrote. Technical terms went undefined, and it was unclear whether similar-sounding but not identical terms referred to the same thing. "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," Judge Ng said. When Ngai later shifted position in his closing submissions to argue that he had delivered the "substance" of the seven worksheets, he failed to explain how each worksheet corresponded to something he had actually delivered.

Ngai also contended that he deserved the bonus because he had exceeded his normal duties, essentially arguing that he was an "exceptional CFO" and therefore entitled to payment regardless of the stated criteria. Judge Ng rejected this as well. Whatever Ngai's assessment of his own performance, he had to meet the specific criteria set for the bonus. There was no exception for exceptional work.

Ngai's final claim rested on alleged oral promises from Albert Cheng Po Hing, Banshing's founder and managing director. Ngai said Albert Cheng had told him in January 2024 that the 2023 bonus had been deferred due to cash-flow problems but would be paid when the company's finances improved. He also said he had been assured that bonuses for both 2023 and 2024 would eventually be paid. Albert Cheng denied making these representations. Judge Ng found Albert Cheng's account more convincing. Ngai had active WeChat communications with Albert Cheng but produced no documentary evidence of the alleged promises. He therefore failed to prove the representations had been made. The court ordered both parties to file written submissions on costs within two weeks.