COUNSEL & SOLICITOR:
For the 7th respondents -Low Chi Cheng & Sharifah Nadia Aljafri, M/s Lim Kian Leong & Co
Court Of Appeal
Civil Procedure – Amendment – Petition under s 181 of the Companies Act 1965 – Application dismissed – Appeal – Whether order to amend ought to be granted
Civil Procedure – Striking out – Petition under s 181 of the Companies Act 1965 – Appeal against order – Whether appellant’s allegations obviously unsustainable – Rules of the High Court 1980 O 18 r 19
COUNSEL & SOLICITOR:
For the appellant – Lim Kian Leong, Lee May Lin & Paul Ngooi; M/s Lim Kian Leong & Co
Court Of Appeal
Companies and Corporations – Priorities – Right of priority (pari passu rule) – Priority of appellant as creditor – Preliminary issue – Appellant as trustee of medium terms notes (‘MTN’) – MTN constituted by trust deed – Clause 10.1(cc) – Whether appellant ranked in priority to other groups of unsecured creditors – Whether amount owing by second respondent to appellant had priority over syndicated term loan and convertible bonds – Whether equitable priority rule applied at expense of an express statutory provision – Whether restrictive effect of cl 10.1(cc) could be extended to other creditors not parties to trust deed – Companies Act 1965 s 292(2)
COUNSEL & SOLICITOR:
For the appellant – Chan Kah Meng & Veronica Ong; M/s Lim Kian Leong & Co
Court Of Appeal
Commissioning of Goods – fitness for the particular purpose – whether a spray painting system sold by the Appellant to the Respondent was not fit for its purpose due to failure to design the system which would be able to carry materials of a certain minimum weight – whether the Respondent relied on the expertise of the Appellant in designing and constructing the system
COUNSEL & SOLICITOR:
For the 7th respondent -Low Chi Cheng & Sharifah Nadia Aljafri, M/s Lim Kian Leong & Co
Court Of Appeal
Petition under 30 section 181of the Companies Act 1965 – Striking out Application
COUNSEL & SOLICITOR:
Tan Keng Teck (Lim Kian Leong & Co) for the plaintiffs
High Court
Issue – removal of caveat
COUNSEL & SOLICITOR:
For the respondent – Lim Kian Leong & Cheah Kit Yee; M/s Lim Kian Leong & Co
Court Of Appeal
Companies and Corporations – Members’ rights – Petition under s 181 of the Companies Act 1965 – Derivative action – Statutory application for leave to bring action on behalf of defendant company – Whether plaintiff had locus standi to apply for leave – Whether leave ought to be granted – Whether applicant acting in good faith – Whether application brought for a collateral purpose – Whether court interference in business and commercial decision of directors warranted – Whether claim had any reasonable prospect of success – Whether mandatory general offer was illegal and unlawful – Companies Act 1965 ss 181A(1), (4)(b) & 181B(2)
COUNSEL & SOLICITOR:
For the plaintiff – Lim Kian Leong & Tan Keng Teck; M/s Lim Kian Leong & Co
High Court
Contract – Breach – Damages – Loan syndication facility granted by defendant and co-lenders to plaintiff for completion of construction project – Defendant assumed lead bank role in loan facility – Whether defendant bank in breach of its contractual duties as agent in loan facility – Whether defendant’s indifference towards plight of plaintiff inconsistent with its duties as plaintiff’s agent – Whether defendant in breach of duty to act in good faith in conduct of facilities granted to plaintiff – Whether defendant was fiduciary of plaintiff – Whether defendant and co-lenders misapplied monies – Whether delay by defendant and co-lenders in response to their obligations as bankers was direct cause of delay in completion of revised project – Whether defendant and co-lenders jointly liable for damages claimed by plaintiff – Whether defendant and co-lenders in breach of contractual, tortious and fiduciary obligations under financial arrangement
COUNSEL & SOLICITOR:
Lim Kian Leong (Ng TT, Keith Kwan and Rachel Tan Pak Theen with him) for the appellants
Court Of Appeal
Companies and Corporations – Directors – Gratuity payment to director upon retirement – Decision in principle of holding company to give property belonging to its subsidiary to its former director in consideration of his retirement – Whether agreement in principle to give property to second defendant by way of gratuity for his past services valid and enforceable – Whether there was privity of contract between plaintiff and defendants – Whether relevant requirements under s 137(5) of the Companies Act 1965 complied with – Companies Act 1965 s 137(5)(a), (b), (c), (d), (e) – Rules of the High Court 1980 O14A
COUNSEL & SOLICITOR:
KM Chan (Veronica Ong with him) (Lim Kian Leong & Co) for the appellant in Appeal No W-03-116 of 2004
Court Of Appeal
Arbitration – Stay of proceedings – Application – Dispute in relation to performance and interpretation of agreement – Whether dispute fell within ambit of arbitration clause – Attempt to circumvent arbitration clause by instituting action against party to contract together with other third parties – Whether arbitration clause applicable – Whether applicable law Arbitration Act 2005 or Arbitration Act 1952
Arbitration – Stay of proceedings – Principles applicable – Whether granting of stay mandatory where requirements satisfied – Arbitration Act 2005 s 10
Civil Procedure – Striking out – Statement of claim – Claim for conspiracy – Failure to plead agreement to conspire and object of conspiracy – Whether cause of action in tort of conspiracy established – Whether statement of claim frivolous and vexatious – Whether fit and proper case for striking out
Tort – Conspiracy – Elements of – Agreement to injure must arise before unlawful act in execution of agreement – Alleged unlawful act said to have occurred in 2000 whereas conspiracy said to have occurred in 2001 – Failure to plead agreement to conspire and object of conspiracy – Whether cause of action for conspiracy established
COUNSEL & SOLICITOR:
Lim Kian Leong, Rachel Tan Pak Theen (Tetuan Lim Kian Leong & Co) for the applicant/defendant
High Court
Issue : illegality in contract