Tang Yoke Kheng v Lek Benedict: Injunctions, Full Disclosure, and Companies Act Violations

In Tang Yoke Kheng (trading as Niklex Supply Co) v Lek Benedict and Others, the High Court of Singapore addressed the plaintiff's application for interim injunctions against the defendants, alleging violations of the Companies Act related to fraudulent trading by Amrae Benchuan Trading Pte Ltd. The plaintiff, Tang Yoke Kheng, sought to restrain the defendants from disposing of assets and compel the transfer of assets back to Amrae Benchuan. The court, presided over by Justice Lai Kew Chai, discharged the injunctions, finding that the plaintiff failed to make full and frank disclosure of material facts and acted oppressively against the defendants. The court ordered costs to be paid to the defendants, leaving the question of damages to be determined at trial.

1. Case Overview

1.1 Court

High Court

1.2 Outcome

Interim orders set aside with costs to defendants.

1.3 Case Type

Civil

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

Plaintiff sought injunctions against defendants for alleged Companies Act violations. The court discharged the injunctions due to plaintiff's failure to disclose material facts.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Tan Te Teck GregoryDefendantIndividualInterim orders set asideWon
Lek BenedictDefendantIndividualInterim orders set asideWon
Lim Wee ChuanDefendantIndividualInterim orders set asideWon
Tang Yoke Kheng (trading as Niklex Supply Co)PlaintiffIndividualInterim orders set asideLost

3. Judges

Judge NameTitleDelivered Judgment
Lai Kew ChaiJudgeYes

4. Counsels

Counsel NameOrganization
Daryll NgHaridass Ho and Partners
Daniel JohnJohn Tan and Chan
Lim Fung PeenJohn Tan and Chan
P SuppiahP Suppiah and Co
Elengovan KrishnanP Suppiah and Co

4. Facts

  1. Plaintiff obtained interim injunctions against the defendants on 5 September 2003.
  2. The injunctions restrained the defendants from disposing of assets belonging to Amrae Benchuan.
  3. Plaintiff alleged the defendants contravened ss 339(1), 339(3) and 340(1) of the Companies Act.
  4. Plaintiff sold Bohemian crystals on credit to Amrae Benchuan, with an outstanding sum of $1,544,214.02.
  5. Defendants were ordered to disclose all their assets.
  6. The businesses of the three defendants were brought to a grinding halt.
  7. The plaintiff had commenced writ of seizure and sale proceedings against Amrae Benchuan.

5. Formal Citations

  1. Tang Yoke Kheng (trading as Niklex Supply Co) v Lek Benedict and Others, Suit 864/2003, SIC 5381/2003, 6667/2003, [2004] SGHC 84

6. Timeline

DateEvent
Amrae Benchuan Sdn Bhd incorporated.
AB International incorporated.
Judgment entered for plaintiff against Amrae Benchuan for $245,266.02.
Judgments obtained against Amrae Benchuan in Suit No 21 of 2002.
Consent judgment recorded by Justice Tan Lee Meng for $821,000.00.
Plaintiff recovered $59,710.46 from Amrae Benchuan.
Stocks of Amrae Benchuan seized.
Plaintiff filed examination of judgment debtor proceedings against Amrae Benchuan.
Lek and Lim compelled to attend court.
Plaintiff commenced Suit No 415 of 2003 against all three defendants.
Defendants successfully struck out the action.
Plaintiff filed a companies’ winding up petition against Amrae Benchuan.
Present suit filed.
Plaintiff obtained interim injunctions against the defendants.
First and second defendants filed their joint affidavit.
Choo Han Teck J ordered that the earlier orders of the High Court made by another judge should be stayed pending further order.
Amrae Benchuan was wound up.
Injunctions and mandatory orders discharged.
Decision Date

7. Legal Issues

  1. Failure to make full and frank disclosure
    • Outcome: The court found that the plaintiff failed to make full and frank disclosure of material facts, leading to the discharge of the injunctions.
    • Category: Procedural
  2. Wrongful issue of injunctive orders
    • Outcome: The court determined that the injunctive orders were wrongfully obtained, leading to an inquiry into damages.
    • Category: Substantive
  3. Contravention of Companies Act
    • Outcome: The court found that the allegations of contravention of the Companies Act required more particulars but discharged the injunctions.
    • Category: Substantive

8. Remedies Sought

  1. Injunction
  2. Disclosure of assets
  3. Damages
  4. Indemnity costs

9. Cause of Actions

  • Breach of contract
  • Fraudulent trading

10. Practice Areas

  • Commercial Litigation
  • Injunctions

11. Industries

  • Retail

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
Kwek Juan Bok Lawrence v Lim Han YongHigh CourtYes[1989] SLR 655SingaporeCited as the basis of the court’s jurisdiction to grant interlocutory injunctions.
Australian Securities and Investments Commission v Mauer-Swisse Securities LtdN/AYes(2002) 42 ACSR 605AustraliaCited for the principle that far-reaching injunctions should be carefully examined before adjudication at trial.
Allen v AtalayN/AYes(1993) 11 ACSR 753AustraliaCited to support the plaintiff's locus standi to make the application under s 409A of the Companies Act.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute NameJurisdiction
Companies Act (Cap 50, 1994 Rev Ed) s 409ASingapore
Companies Act (Cap 50, 1994 Rev Ed) s 339(1)Singapore
Companies Act (Cap 50, 1994 Rev Ed) s 339(3)Singapore
Companies Act (Cap 50, 1994 Rev Ed) s 340(1)Singapore
Supreme Court of Judicature Act (Cap 322, 1999 Rev Ed)Singapore
Civil Law Act (Cap 43, 1999 Rev Ed)Singapore

15. Key Terms and Keywords

15.1 Key Terms

  • Interim injunctions
  • Companies Act
  • Fraudulent trading
  • Full and frank disclosure
  • Dissipation of assets
  • Mareva injunctions
  • Statutory injunctions
  • Bohemian crystals
  • Writ of seizure and sale
  • Examination of judgment debtor

15.2 Keywords

  • Injunction
  • Companies Act
  • Disclosure
  • Fraud
  • Assets

17. Areas of Law

Area NameRelevance Score
Injunctions90
Full and Frank Disclosure75
Company Law70
Fraud and Deceit60
Oppression50
Contract Law30

16. Subjects

  • Injunctions
  • Companies Law
  • Civil Procedure