Tee Kim Leng v Hong Kah Ing: Breach of Contract & Summary Judgment

Tee Kim Leng, Tee Chor Leong, Toh Yew Keat, Lee Kien Han, Tee Yee Koon, Phang Soon Mun, and Alvin Lee Sze Chang sued Hong Kah Ing in the General Division of the High Court of the Republic of Singapore on 3 October 2024, for breach of contract. The plaintiffs claimed the defendant failed to transfer shares as per an oral settlement agreement and a subsequent written agreement. The defendant applied to strike out the claims and for security for costs, while the plaintiffs sought summary judgment. The court dismissed all applications, finding that the claims disclosed reasonable causes of action and that triable issues existed.

1. Case Overview

1.1 Court

General Division of the High Court

1.2 Outcome

SUM 2175, SUM 2176 and SUM 2399 dismissed.

1.3 Case Type

Civil

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

Plaintiffs sue Defendant for breach of contract. Court dismisses Defendant's application to strike out claims and Plaintiffs' application for summary judgment.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Hong Kah IngDefendantIndividualApplication dismissedNeutral
Tee Kim LengPlaintiffIndividualApplication dismissedNeutral
Tee Chor LeongPlaintiffIndividualApplication dismissedNeutral
Toh Yew KeatPlaintiffIndividualApplication dismissedNeutral
Lee Kien HanPlaintiffIndividualApplication dismissedNeutral
Tee Yee KoonPlaintiffIndividualApplication dismissedNeutral
Phang Soon MunPlaintiffIndividualApplication dismissedNeutral
Alvin Lee Sze ChangPlaintiffIndividualApplication dismissedNeutral

3. Judges

Judge NameTitleDelivered Judgment
Gerome Goh Teng JunAssistant RegistrarYes

4. Counsels

Counsel NameOrganization
Felicia Soong WanyiWongPartnership LLP
G KiranWongPartnership LLP
Chng Zi Zhao JoelWongPartnership LLP
Qiu Ziyun JoannaWongPartnership LLP
Koong Len ShengDavid Lim & Partners LLP
Joshua Ang Zhao NengDavid Lim & Partners LLP
Chan Wai Yee RachelDavid Lim & Partners LLP

4. Facts

  1. Plaintiffs sued the defendant for failing to transfer 18,000,000 shares of Silkroad Nickel Ltd.
  2. The transfer was allegedly agreed upon in an oral settlement agreement and a subsequent written agreement.
  3. The defendant argued the written agreement lacked consideration and he had fulfilled his obligations.
  4. The plaintiffs claimed the defendant breached the agreements by not transferring the shares.
  5. The defendant made attempts to transfer the shares, but the plaintiffs allegedly failed KYC/AML checks.
  6. The plaintiffs disputed the genuineness of the defendant's attempts to transfer the shares.
  7. The defendant transferred all the Repayment Shares to Horowitz Capital Pte Ltd.

5. Formal Citations

  1. Tee Kim Leng and others v Hong Kah Ing, Suit No 947 of 2021, [2024] SGHCR 13

6. Timeline

DateEvent
Defendant became a director and majority shareholder of Far East Mining Pte Ltd
Far East Mining Pte Ltd entered into an agreement with Axis Megalink Sdn Bhd
Defendant, Far East Mining Pte Ltd, and Syed Abdel Nasser Bin Syed entered into a Letter of Undertaking with Han & Partners
Transaction completed; CBL renamed Silkroad Nickel Ltd
Silkroad Nickel Ltd listed on the Singapore Exchange Securities Trading Limited’s Catalist board
HC/S 1210/2018 commenced
Alleged Oral Settlement Agreement entered into
First Written Agreement made between FEM, the defendant and the fourth plaintiff
Second Written Agreement made between the first to third plaintiffs and the defendant
Suit 1210 discontinued
Deadline for cash portion payment under First Written Agreement
Start date for transfer of Repayment Shares under Second Written Agreement
End date for transfer of Repayment Shares under Second Written Agreement
Suit No 947 of 2021 filed
Statement of Claim (Amendment No 1) filed
Defendant ceased to be a director of FEM
Costs orders made against FEM
Affidavit of Hong Kah Ing dated
Affidavit of Lee Kien Han dated
Parties' written submissions dated
SUM 2175, SUM 2176 and SUM 2399 dismissed
Grounds of Decision issued

7. Legal Issues

  1. Breach of Contract
    • Outcome: The court found that the plaintiffs had established a reasonable cause of action for breach of contract.
    • Category: Substantive
    • Sub-Issues:
      • Failure to transfer shares
      • Lack of consideration
  2. Striking Out
    • Outcome: The court dismissed the defendant's application to strike out the plaintiffs' claims.
    • Category: Procedural
    • Sub-Issues:
      • No reasonable cause of action
      • Frivolous or vexatious claims
      • Abuse of process
  3. Summary Judgment
    • Outcome: The court dismissed the plaintiffs' application for summary judgment, finding that triable issues existed.
    • Category: Procedural
  4. Security for Costs
    • Outcome: The court dismissed the defendant's application for security for costs.
    • Category: Procedural

8. Remedies Sought

  1. Specific Performance
  2. Damages

9. Cause of Actions

  • Breach of Contract
  • Specific Performance
  • Damages

10. Practice Areas

  • Commercial Litigation

11. Industries

  • Finance

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
Gabriel Peter & Partners (suing as a firm) v Wee Chong Jin and othersCourt of AppealYes[1997] 3 SLR(R) 649SingaporeCited for the principle that a claim should only be struck out in plain and obvious cases.
Tan Eng Khiam v Ultra Realty Pte LtdHigh CourtYes[1991] 1 SLR(R) 844SingaporeCited for the principle that pleaded facts are generally presumed to be true in favor of the plaintiff in a striking out application.
Gay Choon Ing v Loh Sze Ti Terence PeterCourt of AppealYes[2009] 2 SLR(R) 332SingaporeCited for the definition of valuable consideration.
The “Bunga Melati 5”High CourtYes[2012] 4 SLR 546SingaporeCited for the definition of a frivolous and vexatious action.
M2B World Asia Pacific Pte Ltd v Matsumura AkihikoHigh CourtYes[2015] 2 SLR 325SingaporeCited for the principle that summary judgment should generally not be granted when an oral contract is sued upon and its terms are in dispute.
Tjong Very Sumito and others v Chan Sing En and othersCourt of AppealYes[2011] 4 SLR 580SingaporeCited for the two-stage test for ordering security for costs.
SW Trustees Pte Ltd (in compulsory liquidation) and another v Teodros Ashenafi Tesemma and others (Teodros Ashenafi Tesemma, third party)High CourtYes[2023] 5 SLR 1484SingaporeCited for the non-exhaustive factors to be considered in exercising the court’s discretion to order security for costs.
Creative Elegance (M) Sdn. Bhd v Puay Kim Seng & anorCourt of AppealYes[1999] 1 SLR(R) 112SingaporeCited for the principle that the fact that the party desiring security could enforce an order for payment of costs against the other party in Malaysia is a factor to be taken into account.

13. Applicable Rules

Rule Name
Order 18 Rule 19(1) of the Rules of Court 2014
Order 18 Rule 19(2) of the Rules of Court 2014
Order 23 Rule 1 of the Rules of Court 2014
Order 14 Rule 1 of the Rules of Court 2014

14. Applicable Statutes

Statute NameJurisdiction
Rules of Court 2014Singapore

15. Key Terms and Keywords

15.1 Key Terms

  • Repayment Shares
  • Oral Settlement Agreement
  • Second Written Agreement
  • Share Transfer Letter
  • Debt
  • H&P Consideration
  • KYC
  • AML
  • Tender of performance

15.2 Keywords

  • breach of contract
  • summary judgment
  • striking out
  • security for costs
  • share transfer
  • oral agreement
  • written agreement

17. Areas of Law

Area NameRelevance Score
Breach of Contract90
Striking out80
Civil Litigation70
Commercial Disputes60
Litigation50
Security for Costs40
Jurisdiction30

16. Subjects

  • Contract Law
  • Civil Procedure
  • Share Transfer