Wee Yue Chew v Su Sh-Hsyu: Breach of Contract in Share Sale Dispute

In Wee Yue Chew v Su Sh-Hsyu, the Singapore High Court addressed a breach of contract claim arising from the sale of shares in Interstellar Intereducational Pte Ltd. Wee Yue Chew (Plaintiff) sued Su Sh-Hsyu (Defendant) for failing to pay the balance of the contract price after the shares were transferred. The defendant argued discharge by payment, claiming the plaintiff instructed remittance to a third party. The court, presided over by Belinda Ang Saw Ean J, found that the defendant failed to prove payment and ruled in favor of the plaintiff, ordering the defendant to pay S$414,200 plus interest and costs.

1. Case Overview

1.1 Court

High Court

1.2 Outcome

Judgment for the plaintiff

1.3 Case Type

Civil

1.4 Judgment Type

Judgment reserved

1.5 Jurisdiction

Singapore

1.6 Description

Singapore High Court case involving Wee Yue Chew and Su Sh-Hsyu concerning breach of contract in a share sale, focusing on whether the seller received the balance contract price. Judgment for Plaintiff.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Wee Yue ChewPlaintiffIndividualJudgment for the plaintiffWon
Su Sh-HsyuDefendantIndividualFailed in her defenceLost

3. Judges

Judge NameTitleDelivered Judgment
Belinda Ang Saw EanJYes

4. Counsels

Counsel NameOrganization
Rasanathan s/o SothynathanColin Ng & Partners
Hee Theng FongHee Theng Fong & Co
Low Wei Ling WendyHee Theng Fong & Co
Teo Swee Ling JoanaHee Theng Fong & Co

4. Facts

  1. Plaintiff sold 1000 shares in Interstellar Intereducational Pte Ltd to the defendant.
  2. Shares were transferred to the defendant on 25 June 2004 and registered in her name.
  3. Defendant claimed she paid for the shares by remitting the contract price to the plaintiff's order.
  4. Plaintiff claimed the agreed contract price was RMB 2.5m, while the defendant claimed it was US$508,069.
  5. Defendant relied on a document (DBD-3) as proof of payment instructions to a third party, Tung Cheng Yu.
  6. Plaintiff admitted his signature on DBD-3 but claimed it was altered without his consent.
  7. Plaintiff sent faxes to Hsieh Hsi Mou, the defendant's representative, instructing payment to his HSBC bank account in Perth, Australia.

5. Formal Citations

  1. Wee Yue Chew v Su Sh-Hsyu, Suit 665/2004, [2008] SGHC 50

6. Timeline

DateEvent
Contract concluded (Plaintiff's claim)
Deposit of RMB 500,000 remitted by Huang to the plaintiff
Contract agreed (Defendant's claim)
Shares transferred to the defendant
Plaintiff wrote to Hsieh to expedite payment
Directors’ resolution approving the transfer of the Shares from the plaintiff to the defendant
Stamp duty certificate issued
Plaintiff informed Hsieh that the transfer of the Shares to the defendant had been finalised and asked that payment due to him be remitted to his HSBC bank account in Perth
Plaintiff wrote again to Hsieh
Company secretary of Interstellar advised a Mr Xie of the completion of the formalities for the transfer of the Shares in the company
US$508,069 was credited to Tung’s account
Search confirmed the defendant’s status as a registered shareholder of the Shares
Plaintiff spoke on the telephone to the defendant about payment
Plaintiff wrote directly to the defendant asking for payment
Plaintiff wrote directly to the defendant asking for payment
Judgment reserved

7. Legal Issues

  1. Breach of Contract
    • Outcome: The court found that the defendant breached the contract by failing to pay the balance contract price.
    • Category: Substantive
    • Sub-Issues:
      • Failure to pay balance contract price
      • Dispute as to contract price
  2. Onus of Proof
    • Outcome: The court held that the defendant bore the legal burden to prove payment as a discharge of her obligation and to prove the contract price she asserted.
    • Category: Procedural
    • Sub-Issues:
      • Burden to prove payment as discharge of obligation
      • Burden to prove contract price

8. Remedies Sought

  1. Monetary Damages

9. Cause of Actions

  • Breach of Contract

10. Practice Areas

  • Commercial Litigation

11. Industries

  • Education

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
Currie v DempseyNew South Wales Court of AppealYes[1967] 2 NSWR 532AustraliaCited for the principle regarding the burden of proof in cases of debt and payment.
Young v Queensland Trustees LtdHigh Court of AustraliaYes(1956) 99 CLR 560AustraliaCited for the application of the rule on the legal burden of proof in cases of indebtedness and repayment.
Ong & Co Pte Ltd v Quah Kay TeeCourt of AppealYes[1996] 2 SLR 553SingaporeCited for the principle that the evidential burden shifts during a trial.
The Popi MHouse of LordsNo[1985] 1 WLR 948United KingdomCited for the principle that a court is not bound to accept improbable theories and may rule that assertions have not been made out.
Anthony Peter Suvaal v Cessnock City CouncilHigh Court of AustraliaYes[2003] HCA 41AustraliaCited for the principle that a trier of fact may decline to accept either party's case and make findings not exactly representing what either party said.
Wee Yue Chew v Su Sh-HsyuHigh CourtNo[2007] 1 SLR 1092SingaporeCited to show the date when the action first came up for trial.
Koh Pee Huat v Public ProsecutorHigh CourtNo[1996] 3 SLR 235SingaporeCited to show that an offence under s 193 of the Penal Code could be committed the moment a false affidavit was affirmed.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute NameJurisdiction
Evidence Act (Cap 97, 1997 Rev Ed)Singapore

15. Key Terms and Keywords

15.1 Key Terms

  • Share transfer
  • Contract price
  • Discharge by payment
  • Remittance instructions
  • Burden of proof
  • Interstellar Intereducational Pte Ltd
  • DBD-3
  • Hsieh Hsi Mou
  • Tung Cheng Yu

15.2 Keywords

  • breach of contract
  • share sale
  • payment dispute
  • evidence
  • Singapore High Court

17. Areas of Law

Area NameRelevance Score
Sale and Purchase of Shares85
Breach of Contract75
Contract Law75
Evidence60
Evidence Law60
Shares50
Company Law50
Proof of evidence50

16. Subjects

  • Contract Law
  • Evidence Law
  • Share Sale Agreement