Wellmix Organics v Lau Yu Man: Consent Unless Orders & Contractual Mistake

In Wellmix Organics (International) Pte Ltd v Lau Yu Man, the High Court of Singapore heard an appeal regarding an alleged breach of a consent unless order. Wellmix Organics, the plaintiff, claimed Lau Yu Man, the defendant, breached the order, while Lau Yu Man denied its existence. The assistant registrar sided with Wellmix Organics, but Justice Andrew Phang Boon Leong allowed Lau Yu Man's appeal, leading to Wellmix Organics' appeal. The court found no consent unless order existed and allowed the appeal.

1. Case Overview

1.1 Court

High Court

1.2 Outcome

Appeal Allowed

1.3 Case Type

Civil

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

The High Court addressed whether a consent unless order existed and if contractual mistake vitiated any agreement. The court allowed the defendant's appeal.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Wellmix Organics (International) Pte LtdPlaintiff, RespondentCorporationAppeal DismissedLostMelvin Lum Kwong Hoe
Lau Yu ManDefendant, AppellantIndividualAppeal AllowedWonMichael Por Hock Sing, Anand Kumar, Siva Krishnasamy

3. Judges

Judge NameTitleDelivered Judgment
Andrew Phang Boon LeongJusticeYes

4. Counsels

Counsel NameOrganization
Melvin Lum Kwong HoeRajah and Tann
Michael Por Hock SingTan Lee and Partners
Anand KumarTan Lee and Partners
Siva KrishnasamyTan Lee and Partners

4. Facts

  1. The plaintiff alleged the defendant breached a consent unless order.
  2. The defendant denied the existence of the consent unless order.
  3. The assistant registrar initially found in favor of the plaintiff.
  4. The High Court allowed the defendant's appeal against the assistant registrar's decision.
  5. The plaintiff filed three affidavits of evidence-in-chief on June 9, 2005.
  6. The defendant had not filed any affidavits of evidence-in-chief prior to June 10, 2005.
  7. The defendant failed to file and serve two AEICs by the SAR's deadline on June 10, 2005.
  8. The plaintiff applied for an unless order against the defendant on June 13, 2005.
  9. The defendant gave substantive drafts of two out of three AEICs one week prior to the June 21, 2005 deadline.
  10. The defendant filed the final version of these two AEICs on June 21, 2005 but only served them on June 22, 2005.
  11. The plaintiff's remaining AEIC was filed and served at 6.50pm on June 21, 2005.

5. Formal Citations

  1. Wellmix Organics (International) Pte Ltd v Lau Yu Man, Suit 642/2001, RA 166/2005, [2006] SGHC 14

6. Timeline

DateEvent
Suit filed (Suit 642/2001)
Pre-trial conference
Plaintiff filed three affidavits of evidence-in-chief
Plaintiff served three affidavits of evidence-in-chief
Pre-trial conference before the senior assistant registrar
Unless order made against the defendant
Plaintiff filed and served remaining affidavit of evidence-in-chief
Defendant served final version of two affidavits of evidence-in-chief on the plaintiff
Decision date

7. Legal Issues

  1. Breach of Consent Unless Order
    • Outcome: The court found that no consent unless order existed.
    • Category: Substantive
    • Sub-Issues:
      • Existence of consent unless order
      • Interpretation of consent unless order
      • Breach of unless order
  2. Contractual Mistake
    • Outcome: The court found that even if a contract existed, it was vitiated by mutual or unilateral mistake.
    • Category: Substantive
    • Sub-Issues:
      • Mutual mistake
      • Unilateral mistake
      • Consensus ad idem
  3. Inherent Jurisdiction of the Court
    • Outcome: The court discussed the inherent powers of the court to prevent injustice and abuse of process, suggesting a residuary discretion even in consent unless orders.
    • Category: Jurisdictional
    • Sub-Issues:
      • Court's discretion to interpret and enforce orders
      • Prevention of injustice
      • Prevention of abuse of process

8. Remedies Sought

  1. Damages to be assessed

9. Cause of Actions

  • Breach of Contract

10. Practice Areas

  • Litigation

11. Industries

  • No industries specified

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
Syed Mohamed Abdul Muthaliff v Arjan Bhisham ChotraniSingapore Court of AppealYes[1999] 1 SLR 750SingaporeCited for the requirement that failure to obey an unless order must be due to extraneous circumstances.
Wiltopps (Asia) Ltd v Drew & NapierSingapore High CourtYes[2000] 3 SLR 244SingaporeCited as the only reported Singapore decision relating to consent unless orders.
Siebe Gorman & Co Ltd v Pneupac LtdEnglish Court of AppealYes[1982] 1 WLR 185England and WalesCited for the principle that an order expressed to be made 'by consent' can evidence a real contract or merely indicate no objection, and the court must determine which meaning applies.
RG Carter (West Norfolk) Ltd v Ham Gray Associates LtdEnglish Court of AppealYes(1994) 42 ConLR 68England and WalesCited as an example of a case reaffirming the principles in Siebe Gorman.
Tribune Investment Trust Inc v Soosan Trading Co LtdSingapore Court of AppealYes[2000] 3 SLR 405SingaporeCited for the objective approach towards ascertaining parties’ intentions.
Projection Pte Ltd v The Tai Ping Insurance Co LtdSingapore Court of AppealYes[2001] 2 SLR 399SingaporeCited for the objective approach towards ascertaining parties’ intentions.
The “Rainbow Spring”Singapore Court of AppealYes[2003] 3 SLR 362SingaporeCited for the objective approach towards ascertaining parties’ intentions.
Chwee Kin Keong v Digilandmall.com Pte LtdSingapore Court of AppealYes[2005] 1 SLR 502SingaporeCited for the objective approach towards ascertaining parties’ intentions.
Ropac Ltd v Inntrepreneur Pub Co (CPC) LtdEnglish High CourtYes[2001] L&TR 10England and WalesCited for comparison to Siebe Gorman, where parties negotiated terms at the door of the Master's room.
Tigner-Roche & Co Ltd v SpiroEnglish Court of AppealYes(1982) 126 SJ 525England and WalesCited to show a case where the plaintiffs merely bowed their heads and submitted to an unless order.
Mullins v HowellCourt of AppealYes(1879) 11 Ch D 763England and WalesCited for the principle that the court has jurisdiction to discharge an order made by consent when it is proved to have been made under a mistake.
Chandless-Chandless v NicholsonEnglish Court of AppealYes[1942] 2 KB 321England and WalesCited for the principle that if an order is made by consent, it should be expressed so on its face.
Purcell v F C Trigell LtdEnglish Court of AppealYes[1971] 1 QB 358England and WalesCited as an example of a consent unless order arrived at through an exchange of letters and a telephone conversation.
Chong Sze Pak v Har Meng WoSingapore High CourtYes[1998] 1 SLR 472SingaporeCited for principles where equity will intervene to grant relief where a party is mistaken as to the terms of an offer.
Info-communications Development Authority of Singapore v Singapore Telecommunications Ltd (No 2)Singapore High CourtYes[2002] 3 SLR 488SingaporeCited for the distinction between a pre-existing transaction and a mistaken payment.
OT Africa Line Ltd v Vickers PlcQueen's Bench DivisionYes[1996] 1 Lloyd’s Rep 700England and WalesCited for the principle that there must be a 'real reason to suppose the existence of a mistake'.
Great Peace Shipping Ltd v Tsavliris Salvage (International) LtdEnglish Court of AppealYes[2003] QB 679England and WalesCited as a case that held there was no doctrine of mistake in equity (though distinguished by the present court).
Bell v Lever Brothers, LimitedHouse of LordsYes[1932] AC 161United KingdomCited as an example of a common law formulation of common mistake.
Solle v ButcherCourt of AppealYes[1950] 1 KB 671England and WalesCited as an example of an equitable formulation of common mistake.
Four Pillars Enterprises Co Ltd v Beiersdorf AktiengesellschaftSingapore Court of AppealYes[1999] 1 SLR 737SingaporeCited for the principle that courts generally do not invoke inherent powers when an existing rule covers the situation.
Tan Kok Ing v Tan Swee MengSingapore High CourtYes[2003] 1 SLR 657SingaporeCited for the principle that courts generally do not invoke inherent powers when an existing rule covers the situation.
Wee Soon Kim Anthony v Law Society of SingaporeSingapore Court of AppealYes[2001] 4 SLR 25SingaporeCited for the principle that the exercise of inherent jurisdiction should not be circumscribed by rigid criteria.
Roberto Building Material Pte Ltd v Oversea-Chinese Banking Corp LtdSingapore Court of AppealYes[2003] 2 SLR 353SingaporeCited for the principle that inherent jurisdiction should only be invoked in exceptional circumstances.
Huddersfield Banking Company, Limited v Henry Lister & Son, LimitedCourt of AppealYes[1895] 2 Ch 273England and WalesCited for the principle that general contractual principles apply to consent unless orders.
Thwaite v ThwaiteEnglish Court of AppealYes[1982] Fam 1England and WalesCited for the principle that the court may refuse to enforce an executory order if it would be inequitable to do so.
S3 Building Services Pte Ltd v Sky Technology Pte LtdSingapore Court of AppealYes[2001] 4 SLR 241SingaporeCited by counsel for the plaintiff, but the court notes that the specific issue of s 34(1)(a) of the SCJA was not considered by the court in that case.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute NameJurisdiction
Order 92 r 4 Rules of Court (Cap 322, R 5, 2004 Rev Ed)Singapore
s 34(1)(a) of the Supreme Court of Judicature Act (Cap 322, 1999 Rev Ed)Singapore

15. Key Terms and Keywords

15.1 Key Terms

  • Consent unless order
  • Unless order
  • Affidavit of evidence-in-chief
  • Consensus ad idem
  • Mutual mistake
  • Unilateral mistake
  • Inherent jurisdiction
  • Contumelious
  • Contumacious

15.2 Keywords

  • consent unless order
  • contract law
  • civil procedure
  • mistake
  • Singapore
  • High Court

16. Subjects

  • Civil Procedure
  • Contract Law
  • Consent Orders
  • Mistake

17. Areas of Law

  • Civil Procedure
  • Contract Law