Panwah Steel v Burwill Trading: Breach of Contract, Damages, and Sale of Goods

Panwah Steel Pte Ltd, a stockist, trader, and exporter of rebars, sued Burwill Trading Pte Ltd, a supplier of rebars, for damages due to short deliveries under the Changi Agreement, the Yung Sheng Agreement, and the First and Second Burmese Agreements. The Court of Appeal of Singapore heard the appeal on 18 September 2006. The court dismissed Panwah's appeal regarding the Changi Agreement due to exceeding the credit limit but allowed the appeal regarding the quantum of damages for the Burmese Agreements, awarding Panwah $38,356.84.

1. Case Overview

1.1 Court

Court of Appeal of the Republic of Singapore

1.2 Outcome

Appeal allowed in part.

1.3 Case Type

Civil

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

Panwah Steel sued Burwill Trading for short deliveries of rebars. The court addressed breach of contract, damages, and conditions in sale of goods agreements.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Panwah Steel Pte LtdAppellantCorporationAppeal dismissed in part, appeal allowed in partPartial
Burwill Trading Pte LtdRespondentCorporationAppeal allowed in partPartial

3. Judges

Judge NameTitleDelivered Judgment
Chan Sek KeongChief JusticeNo
Andrew Phang Boon LeongJustice of the Court of AppealYes
Tan Lee MengJudgeNo

4. Counsels

Counsel NameOrganization
Chua Sui TongWong Partnership
Chong Siew Nyuk JosephineUniLegal LLC
Aqbal Singh a/l Kuldip SinghUniLegal LLC
Alvin Yeo Khirn HaiWong Partnership
Gurbani Prem KumarGurbani & Co.
Yee Weng Wai BernardGurbani & Co.

4. Facts

  1. Burwill agreed to supply rebars to Panwah under several contracts, including the Changi Agreement and the Burmese Agreements.
  2. Panwah acted as a middleman, supplying rebars to Koh Brothers for the C3A project under the KB Agreement.
  3. The Changi Agreement was extended to match the duration of the KB Agreement, with a condition that supply be as per the progress requirement of the project.
  4. Burwill ceased delivery of rebars under the Changi Agreement, suspecting Panwah of stockpiling.
  5. Koh Brothers withheld payment and claimed damages from Panwah due to the short delivery under the Changi Agreement.
  6. Panwah admitted Burwill’s claim for the sum of $1,394,953.65.
  7. Burwill short delivered rebars under the First and Second Burmese Agreements.

5. Formal Citations

  1. Panwah Steel Pte Ltd v Burwill Trading Pte Ltd, CA 7/2006, [2006] SGCA 34
  2. Panwah Steel Pte Ltd v Koh Brothers Building & Civil Engineering Contractor (Pte) Ltd, , [2006] 1 SLR 788
  3. Panwah Steel Pte Ltd v Koh Brothers Building & Civil Engineering Contractor (Pte) Ltd, , [2006] SGCA 35
  4. Burwill Trading Pte Ltd v Panwah Steel Pte Ltd, , [2005] SGHC 234
  5. Charrington & Co, Limited v Wooder, , [1914] AC 71
  6. ABD (Metals and Waste) Ltd v Anglo Chemical & Ore Company, Ltd, , [1955] 2 Lloyd’s Rep 456

6. Timeline

DateEvent
Changi Agreement C020483(3) dated
Start date of supply of rebars under the Changi Agreement
Start date of the KB Agreement
First Term Contract C030107 dated
Yung Sheng Agreement C030520 dated
Second Term Contract C030626 dated
Meeting between Panwah and Burwill regarding extension of Changi Agreement
Burwill agreed to the extension of Changi Agreement
Original end date of supply of rebars under the Changi Agreement
First Burmese Agreement C040283 dated
Burwill ceased delivery of rebars
End date of the KB Agreement
Second Burmese Agreement C040329 dated
Formal notification of cessation of delivery of rebars
Judgment reserved

7. Legal Issues

  1. Breach of Contract
    • Outcome: The court found that Burwill was in breach of contract for short deliveries under the Burmese Agreements but not under the Changi Agreement due to Panwah exceeding the credit limit.
    • Category: Substantive
    • Sub-Issues:
      • Short delivery of goods
      • Failure to comply with contractual conditions
      • Exceeding contractual credit limit
  2. Damages for Breach of Contract
    • Outcome: The court determined the quantum of damages for the short deliveries under the Burmese Agreements based on the International Enterprise Singapore's prices.
    • Category: Substantive
    • Sub-Issues:
      • Appropriate measure of damages
      • Calculation of damages based on market price
      • Assessment of available market
  3. Interpretation of Contractual Terms
    • Outcome: The court interpreted the condition 'supply shall be as per the progress requirement of the project' and the contractual credit limit, finding that Panwah had exceeded the credit limit.
    • Category: Substantive
    • Sub-Issues:
      • Conditions of agreement
      • Progress requirement of the project
      • Credit limit

8. Remedies Sought

  1. Damages for breach of contract
  2. Indemnity

9. Cause of Actions

  • Breach of Contract

10. Practice Areas

  • Commercial Litigation

11. Industries

  • Construction
  • Steel Industry

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
Panwah Steel Pte Ltd v Koh Brothers Building & Civil Engineering Contractor (Pte) LtdHigh CourtYes[2006] 1 SLR 788SingaporeCited as the subject of another appeal before the court, related to the withholding of payment and claim for damages by Koh Brothers against Panwah.
Panwah Steel Pte Ltd v Koh Brothers Building & Civil Engineering Contractor (Pte) LtdCourt of AppealYes[2006] SGCA 35SingaporeCited as a related appeal before the court, concerning the withholding of payment and claim for damages by Koh Brothers against Panwah.
Burwill Trading Pte Ltd v Panwah Steel Pte LtdHigh CourtYes[2005] SGHC 234SingaporeCited as the trial judge's decision being appealed, specifically regarding the dismissal of Panwah's counterclaims and the denial of indemnity from Burwill.
Charrington & Co, Limited v WooderHouse of LordsYes[1914] AC 71England and WalesCited for the observation that the term 'market' does not have a fixed legal significance.
ABD (Metals and Waste) Ltd v Anglo Chemical & Ore Company, LtdN/AYes[1955] 2 Lloyd’s Rep 456N/ACited for the principle that there must be sufficient traders who are in touch with each other to constitute an available market.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute NameJurisdiction
Sale of Goods Act (Cap 393, 1999 Rev Ed)Singapore

15. Key Terms and Keywords

15.1 Key Terms

  • Rebars
  • Changi Agreement
  • Burmese Agreements
  • KB Agreement
  • Condition
  • Progress requirement
  • Credit limit
  • Short delivery
  • Available market

15.2 Keywords

  • Breach of contract
  • Sale of goods
  • Damages
  • Rebars
  • Singapore
  • Commercial dispute

17. Areas of Law

Area NameRelevance Score
Sale of Goods90
Contract Law80
Breach of Contract75
Commercial Law70
Commercial Disputes65
Damages60
Performance of Contract50

16. Subjects

  • Contract Law
  • Sale of Goods
  • Commercial Law