China Women Industry Development Corporation v Singapower Development: Commission Dispute Over China Investments
In China Women Industry Development Corporation v Singapower Development Pte Ltd, the High Court of Singapore heard a claim by China Women Industry Development Corporation (CWI) against Singapower Development Pte Ltd (SD) for a commission of US$500,000 for services allegedly rendered to resolve SD's investment problems in China. SD acknowledged requesting CWI's services but argued that the commission was contingent on successful resolution, which they claimed was not achieved. The court, presided over by Justice Tan Lee Meng, dismissed CWI's claim, finding that the commission was payable only upon successful resolution of SD's problems, which CWI failed to deliver.
1. Case Overview
1.1 Court
High Court1.2 Outcome
Claim dismissed with costs.
1.3 Case Type
Civil
1.4 Judgment Type
Judgment
1.5 Jurisdiction
Singapore
1.6 Description
China Women Industry Development Corporation sued Singapower Development for commission on resolving investment issues in China. The court dismissed the claim, finding no performance.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| China Women Industry Development Corporation | Plaintiff | Corporation | Claim Dismissed | Lost | |
| Singapower Development Pte Ltd | Defendant | Corporation | Judgment for Defendant | Won |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Tan Lee Meng | Judge | Yes |
4. Counsels
4. Facts
- Singapower Development Pte Ltd (SD) engaged China Women Industry Development Corporation (CWI) to resolve investment issues in China.
- The agreement stipulated a commission of US$500,000 contingent on resolving SD's problems in Jiangsu.
- SD invested in three power projects in Jiangsu Province: Wuxi, Kunshan, and Nanjing.
- SD's Chinese partners failed to honor guaranteed annual return obligations.
- CWI claimed to have rendered services but failed to secure the guaranteed annual returns.
- SD's problems in Wuxi, Kunshan, and Nanjing remained largely unresolved despite CWI's involvement.
- SD did not formally terminate CWI's services but ceased communication due to lack of results.
5. Formal Citations
- China Women Industry Development Corporation v Singapower Development Pte Ltd, Suit 736/2000/S, [2001] SGHC 57
6. Timeline
| Date | Event |
|---|---|
| Problems began to surface in the three power projects. | |
| Mr. Shu Ji Fa, CWI's general manager, met SD's officers. | |
| SD sent a letter to CWI outlining the commission proposal. | |
| CWI replied to SD's letter, suggesting an increased initial payment. | |
| Meeting of SD's Board of Directors regarding the commission plan for CWI. | |
| Mr. Shu was granted a Power of Attorney to act for SD. | |
| SD forwarded RMB160,000.00 to Mr. Shu. | |
| SD wrote a letter to Mr. Shu contemplating other means of resolving their problems. | |
| Mr. Shu replied to SD, agreeing to settle problems through legal means. | |
| CWI's counsel wrote to the Chairman of Singapore Power claiming discharged duty and requesting payment. | |
| Suit instituted by CWI to recover US$500,000.00. | |
| Judgment was delivered. |
7. Legal Issues
- Breach of Contract
- Outcome: The court held that the plaintiff failed to fulfill their contractual obligations, as the commission was contingent on resolving the defendant's problems in China, which was not achieved.
- Category: Substantive
- Sub-Issues:
- Failure to perform condition precedent
- Failure to achieve guaranteed returns
- Implied Terms
- Outcome: The court held that there was no room for the plaintiff to claim a reasonable remuneration for their services on the basis of an implied term, as the contract clearly provided for payment only after the resolution of the defendant's problems.
- Category: Substantive
- Related Cases:
- [2000] 4 SLR 559
- [1956] 1 WLR 303
- Adverse Inference
- Outcome: The court held that the fact that Mr. Lee was not called as a witness did not have an adverse effect on SD's case.
- Category: Procedural
- Related Cases:
- [1996] 1 SLR 510
- [1998] 1 SLR 217
8. Remedies Sought
- Monetary Damages (US$500,000 commission)
9. Cause of Actions
- Breach of Contract
10. Practice Areas
- Commercial Litigation
- Contract Disputes
11. Industries
- Energy
- Power Generation
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Lee Siong Kee v Beng Tiong Trading, Import and Export (1988) Pte Ltd | Court of Appeal | Yes | [2000] 4 SLR 559 | Singapore | Cited for the principle that a term will only be implied if it is necessary to give business efficacy to the contract and that a term will not be implied if it is inconsistent with the express terms of the contract. |
| Chua Keem Long v PP | N/A | Yes | [1996] 1 SLR 510 | Singapore | Cited for the principle regarding the materiality of witnesses not produced when determining whether an adverse inference ought to be drawn. |
| Yeo Choon Huat v PP | Court of Appeal | Yes | [1998] 1 SLR 217 | Singapore | Cited for the principle that the prosecution's failure to call a witness does not give rise to a presumption under s 116(g) of the Evidence Act unless it constitutes a withholding of evidence from the court. |
| Lynch v Thorne | N/A | Yes | [1956] 1 WLR 303 | N/A | Cited for the principle that a term will only be implied if it is necessary to give business efficacy to the contract and that a term will not be implied if it is inconsistent with the express terms of the contract. |
13. Applicable Rules
| Rule Name |
|---|
| No applicable rules |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Evidence Act (Cap 97) | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Commission
- Guaranteed annual return
- Joint venture agreement
- Power projects
- Consultancy services
- Result-oriented plan
- Misappropriation
- State energy loan
15.2 Keywords
- Commission
- China
- Investment
- Contract
- Power Projects
- Dispute
17. Areas of Law
16. Subjects
- Contract Dispute
- Commission Agreement
- International Investment
- Commercial Dispute