Firstwaters Pte Ltd v Lindeteves-Jacoberg Ltd: Dispute over Commission for Investor Introduction
In Firstwaters Pte Ltd v Lindeteves-Jacoberg Ltd, the High Court of Singapore heard an appeal by Firstwaters Pte Ltd (“FPL”) against the decision to strike out its claim for fees payable under a contract for the introduction of investors to Lindeteves-Jacoberg Limited (“LJL”). FPL sought to recover a commission of 1% of the value of an agreement between LJL's German subsidiary and International Factors (Singapore) Ltd (“IFS”). The assistant registrar struck out FPL’s claim, but Justice Tan Lee Meng allowed FPL to amend its Statement of Claim and reversed the decision, finding it premature to strike out the claim.
1. Case Overview
1.1 Court
High Court1.2 Outcome
Appeal allowed.
1.3 Case Type
Civil
1.4 Judgment Type
Grounds of Decision
1.5 Jurisdiction
Singapore
1.6 Description
Firstwaters sued Lindeteves-Jacoberg for commission owed under an agreement. The court allowed Firstwaters to amend its claim, reversing the decision to strike it out.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Firstwaters Pte Ltd | Appellant | Corporation | Appeal Allowed | Won | |
| Lindeteves-Jacoberg Ltd | Respondent | Corporation | Original Decision Reversed | Lost |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Tan Lee Meng | Judge | Yes |
4. Counsels
| Counsel Name | Organization |
|---|---|
| Ng Hweelon | Shenton LLC |
| Anthony Lee | Bih Li and Lee |
| Kelvin Poon | Rajah and Tann |
4. Facts
- FPL, a business consultancy, sued LJL for commission owed under an agreement.
- The agreement concerned the introduction of investors to LJL.
- FPL introduced IFS to LJL.
- IFS entered into an agreement with LJL’s German subsidiary, Schorch.
- FPL invoiced LJL for 1% of the value of the agreement with IFS.
- LJL applied to strike out FPL’s claim.
- The assistant registrar struck out FPL’s claim.
5. Formal Citations
- Firstwaters Pte Ltd v Lindeteves-Jacoberg Ltd, Suit 384/2005, RA 235/2005, [2005] SGHC 200
6. Timeline
| Date | Event |
|---|---|
| Engagement agreement signed | |
| FPL introduced IFS to LJL | |
| IFS press release on deal with Schorch | |
| FPL invoiced LJL for commission | |
| Judgment issued |
7. Legal Issues
- Interpretation of Contract
- Outcome: The court found that the interpretation of the contract was not so clear-cut as to warrant striking out the claim.
- Category: Substantive
- Sub-Issues:
- Ambiguity in contract wording
- Intention of parties
- Striking Out
- Outcome: The court held that it was premature to strike out the claim.
- Category: Procedural
- Sub-Issues:
- Whether claim is clearly unsustainable
- Whether claim should be struck out
8. Remedies Sought
- Monetary Damages
9. Cause of Actions
- Breach of Contract
10. Practice Areas
- Commercial Litigation
11. Industries
- Business Management
- Consultancy
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Dyson v Attorney-General | N/A | Yes | [1911] 1 KB 410 | N/A | Cited for the principle that a plaintiff should not be driven from the judgment seat. |
| Tan Eng Khiam v Ultra Realty Pte Ltd | N/A | Yes | [1991] SLR 798 | Singapore | Cited for the principle that courts are reluctant to strike out a claim summarily. |
| Tan Soo Leng David v Wee, Satku & Kumar Pte Ltd | N/A | Yes | [1994] 3 SLR 481 | Singapore | Cited for the principle that the court would allow a plaintiff to amend his statement of claim rather than strike out the action. |
| Ko Teck Siang v Low Fong Mei | N/A | Yes | [1992] 1 SLR 454 | Singapore | Cited for the principle that the court would allow a plaintiff to amend his statement of claim rather than strike out the action. |
| Ching Mun Fong v Liu Cho Chit | N/A | Yes | [2000] 1 SLR 517 | Singapore | Cited for the principle that the jurisdiction to strike out a statement of claim is only exercised in a plain and obvious case. |
| Gwyn v The Neath Canal Navigation Company | N/A | Yes | (1868) LR 3 Exch 209 | N/A | Cited for the principle that courts should give effect to the real intentions of the parties as discerned from the language of the instrument. |
| Forsikringsaktieselskapet Vesta v J N E Butcher, Bain Dawes Ltd | N/A | Yes | [1989] 1 Lloyd’s Rep 331 | N/A | Cited for the principle that courts should give effect to the real intentions of the parties as discerned from the language of the instrument. |
13. Applicable Rules
| Rule Name |
|---|
| No applicable rules |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| O 18 r 19 Rules of Court | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Engagement agreement
- Success fee
- Securitisation
- Subsidiary
- Investor
- Restructuring
15.2 Keywords
- commission
- investor
- agreement
- striking out
- business consultancy
17. Areas of Law
| Area Name | Relevance Score |
|---|---|
| Contract Law | 90 |
| Interpretation of Agreements | 85 |
| Breach of Contract | 80 |
| Commercial Litigation | 75 |
| Business Law | 70 |
| Business Consultancy | 65 |
| Civil Procedure | 60 |
16. Subjects
- Contract Dispute
- Civil Procedure
- Striking Out