Ee Kee Chai v Chew Joo Song John: Setting Aside Order for Provisional Liquidators Due to Material Non-Disclosure

In Ee Kee Chai v Chew Joo Song John, the Singapore High Court heard an application to set aside an ex parte order appointing provisional liquidators for Asiana Investment Pte Ltd. The court granted the application, finding that the plaintiff, Ee Kee Chai, had failed to disclose material facts when obtaining the initial order. The court ordered Ee to bear the expenses of the provisional liquidators and initiated an inquiry into damages suffered by Asiana Investment Pte Ltd as a result of the appointment. The action was converted to a writ action, and Ee was granted leave to include a claim under section 216 of the Companies Act.

1. Case Overview

1.1 Court

High Court

1.2 Outcome

Order appointing provisional liquidators set aside; plaintiff to bear expenses and remuneration of provisional liquidators; inquiry as to damages ordered.

1.3 Case Type

Insolvency

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

The High Court set aside an order appointing provisional liquidators for Asiana Investment due to the plaintiff's failure to disclose material facts.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Ee Kee ChaiPlaintiffIndividualOrder appointing provisional liquidators set asideLost
Chew Joo Song JohnDefendantIndividualCosts awardedWon
Tiagarajan Vemala DeviDefendantIndividualCosts awardedWon
Asiana Investment Pte LtdDefendantCorporationInquiry as to damages payable by the plaintiffWon

3. Judges

Judge NameTitleDelivered Judgment
Lee Seiu KinJudgeYes

4. Counsels

Counsel NameOrganization
Lisa Sam Hui MinH T Sam & Co
Sam Han TattH T Sam & Co
Roger Foo Hsiang HoweGenesis Law Corporation
Wong Tze RoyGoh JP & Wong

4. Facts

  1. Ee filed an application to wind up Asiana Investment Pte Ltd.
  2. Ee filed an ex parte application for the appointment of provisional liquidators.
  3. The court granted an order appointing provisional liquidators.
  4. Chew and Devi filed summonses to set aside the order appointing provisional liquidators.
  5. Ee failed to disclose that he had removed company documents.
  6. Ee failed to disclose the audited financial statements.
  7. Ee misled the court into believing that Asiana was being bled by Chew and Jayaraman.

5. Formal Citations

  1. Ee Kee Chai v Chew Joo Song John and Others, CWU 93/2006, SUM 3732/2006, 3742/2006, [2006] SGHC 225

6. Timeline

DateEvent
Plaintiff filed application to wind up the third defendant.
Plaintiff filed Summons No 3371 of 2006 to apply ex parte for the appointment of provisional liquidators.
Order granted appointing provisional liquidators of Asiana.
First defendant filed Summons No 3732 of 2006 to set aside the order of 26 July 2006.
Second defendant filed Summons No 3742 of 2006 to set aside the order of 26 July 2006.
Parties consented to an order empowering the provisional liquidators to carry out the sale of one of Asiana’s properties.
Plaintiff filed fourth affidavit.
Summonses heard; defendants’ applications granted.
Plaintiff filed a notice of appeal against orders (a), (b), (e), (f) and (g).
Plaintiff is to file and serve his statement of claim.
Decision date.

7. Legal Issues

  1. Failure to disclose material facts in ex parte application
    • Outcome: The court found that the plaintiff had failed to fully disclose material facts and had misled the court when making the ex parte application.
    • Category: Procedural
  2. Setting aside order for appointment of provisional liquidators
    • Outcome: The court discharged the order of 26 July 2006 appointing provisional liquidators.
    • Category: Procedural

8. Remedies Sought

  1. Appointment of provisional liquidators
  2. Winding up of company

9. Cause of Actions

  • Winding up application

10. Practice Areas

  • Commercial Litigation
  • Insolvency
  • Winding Up

11. Industries

  • Investment
  • Real Estate

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
No cited cases

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute NameJurisdiction
Section 253(1)(c) of the Companies Act (Cap 50, 2006 Rev Ed)Singapore
Section 267 Companies Act (Cap 50, 2006 Rev Ed)Singapore
Section 216 of the Companies ActSingapore

15. Key Terms and Keywords

15.1 Key Terms

  • Provisional liquidators
  • Ex parte application
  • Material non-disclosure
  • Winding up
  • Companies Act
  • Directors' fees
  • Shareholder
  • Cumulative losses

15.2 Keywords

  • Winding up
  • Provisional liquidators
  • Companies Act
  • Material non-disclosure
  • Singapore
  • High Court
  • Insolvency

17. Areas of Law

Area NameRelevance Score
Winding Up90
Provisional liquidators80
Company Law75
Material non-disclosure70
Duty of Candour60
Commercial Disputes30
Evidence Law25

16. Subjects

  • Companies
  • Winding up
  • Appointment of provisional liquidators
  • Material non-disclosure