Elan Impex v Daewoo: Wrongful Termination, Service Out of Jurisdiction, and Forum Non Conveniens

In Elan Impex (Singapore) Pte Ltd and Another v Daewoo Corporation and Others, the Singapore High Court addressed claims of wrongful termination of licensing agreements by Elan Impex against Daewoo Corporation, Daewoo International Corporation, Nair Sudhir Krishnan, and Irene Nair. The court struck out the action against the first and fourth defendants, set aside orders for service out of jurisdiction, discharged interim injunctions, and stayed the claim and Mareva injunction against the third defendant, finding South Africa to be the more appropriate forum. The claim involved breach of contract and inducement of breach of contract.

1. Case Overview

1.1 Court

High Court

1.2 Outcome

Action against the first defendant and fourth defendant struck out; orders giving leave to serve outside jurisdiction set aside; interim injunctions discharged; claim against the third defendant and the Mareva injunction against him stayed.

1.3 Case Type

Civil

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

Singapore High Court case involving Elan Impex and Daewoo concerning wrongful termination of licensing agreements. The court addressed service out of jurisdiction and forum non conveniens.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Elan Impex (Singapore) Pte LtdPlaintiffCorporationPartial LossPartialN Sreenivasan, Bal Ratanesh Kaur
Elan S.A. (Pty) LtdPlaintiffCorporationPartial LossPartialN Sreenivasan, Bal Ratanesh Kaur
Daewoo CorporationDefendantCorporationWonWonPhilip Jeyaretnam, Goh Peng Fong
Daewoo International CorporationDefendantCorporationPartial WinPartialPhilip Jeyaretnam, Goh Peng Fong
Nair Sudhir KrishnanDefendantIndividualPartial WinPartialAnil M Changaroth
Irene NairDefendantIndividualWonWonAnil M Changaroth

3. Judges

Judge NameTitleDelivered Judgment
Kan Ting ChiuJudgeYes

4. Counsels

Counsel NameOrganization
N SreenivasanStraits Law Practice LLC
Bal Ratanesh KaurStraits Law Practice LLC
Philip JeyaretnamRodyk & Davidson
Goh Peng FongRodyk & Davidson
Anil M ChangarothLim & Lim

4. Facts

  1. The first plaintiff is a Singapore company, and the second plaintiff is its South African distribution agent.
  2. The first and second defendants are South Korean companies.
  3. The third defendant is a former employee of the first plaintiff and the husband of the fourth defendant; they reside in South Africa.
  4. The plaintiffs and defendants entered into three licensing agreements: one in 2000, another in August 2000, and the third in June 2001.
  5. The agreements permitted the first plaintiff to use the defendants' 'Daytek' and 'Daewoo' names and logos on electrical appliances.
  6. The second agreement was terminated by the second defendant in December 2001 for lack of performance.
  7. The third agreement was terminated by the second defendant in February 2002 for failure to pay royalties.
  8. The plaintiffs claimed the terminations were wrongful and that the third defendant induced the breach of contract.

5. Formal Citations

  1. Elan Impex (Singapore) Pte Ltd and Another v Daewoo Corporation and Others, Suit 282/2002,SIC 2498/2002,SIC 4545/2002, [2003] SGHC 20

6. Timeline

DateEvent
First agreement dated
Second agreement dated
Third agreement dated
Second agreement terminated
Third agreement terminated
Order of Court
Suit 282/2002 filed
Decision Date

7. Legal Issues

  1. Wrongful Termination of Contract
    • Outcome: The court did not rule on the merits of the wrongful termination claim, but discharged the interim injunctions preventing the defendants from using the Daytek and Daewoo names and logos.
    • Category: Substantive
    • Sub-Issues:
      • Insufficient Particulars for Termination
      • Breach of Contract by Defendant
  2. Service Out of Jurisdiction
    • Outcome: The court set aside the orders giving leave to serve outside the jurisdiction because the first defendant was not a party duly served in or out of Singapore and there was no basis to seek relief from it.
    • Category: Procedural
    • Sub-Issues:
      • Necessary or Proper Party
      • Failure to Duly Serve Defendant Within Jurisdiction
  3. Forum Non Conveniens
    • Outcome: The court stayed the claim against the third defendant, finding South Africa to be the more appropriate forum.
    • Category: Jurisdictional
    • Sub-Issues:
      • More Appropriate Forum
      • Connection to South Africa
  4. Mareva Injunction
    • Outcome: The court discharged the Mareva injunctions due to the plaintiffs' failure to make full and frank disclosure and because the balance of convenience did not favor their continuation.
    • Category: Procedural
    • Sub-Issues:
      • Material Non-Disclosure
      • Balance of Convenience

8. Remedies Sought

  1. Restraining Orders
  2. Damages
  3. Specific Performance

9. Cause of Actions

  • Breach of Contract
  • Inducement of Breach of Contract

10. Practice Areas

  • Commercial Litigation

11. Industries

  • Manufacturing
  • Distribution

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
Kuwait Oil Tanker Co. S.A.K v Al BaderEnglish Court of AppealYes[1997] 1 WLR 1410England and WalesCited regarding the requirement of service on a defendant within jurisdiction before leave can be granted to serve another defendant outside the jurisdiction.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute NameJurisdiction
Order 11 rule 1(a) of the Rules of CourtSingapore
Order 11 r 1(c) of the Rules of CourtSingapore
Close Corporations Act No. 69 of 1984South Africa

15. Key Terms and Keywords

15.1 Key Terms

  • Licensing Agreements
  • Daytek
  • Daewoo
  • Royalties
  • Termination
  • Service out of jurisdiction
  • Mareva Injunction
  • Forum Non Conveniens

15.2 Keywords

  • wrongful termination
  • licensing agreement
  • service out of jurisdiction
  • injunction
  • Singapore
  • South Korea
  • South Africa

16. Subjects

  • Contract Law
  • Civil Procedure
  • International Litigation

17. Areas of Law

  • Civil Procedure
  • Contract Law
  • Agency Law
  • Injunctions