Woodcliff Assets v Reflexology and Holistic Health Academy: Production of Documents in Winding-Up
In Woodcliff Assets Ltd v Reflexology and Holistic Health Academy, the Singapore High Court addressed whether the Rules of Court apply to a company winding-up application, commenced by originating summons and converted into a writ action, with respect to the production of documents. The court held that upon conversion, the procedural rules in the Rules of Court which apply to a writ action would apply equally to a company winding up proceeding as if the proceeding had been begun by writ. The court granted an order for production of documents for inspection in part.
1. Case Overview
1.1 Court
High Court1.2 Outcome
Order for production of documents for inspection granted in part.
1.3 Case Type
Civil
1.4 Judgment Type
Grounds of Decision
1.5 Jurisdiction
Singapore
1.6 Description
High Court case regarding the production of documents in a company winding-up application converted to a writ action. The court addressed the applicability of the Rules of Court.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Woodcliff Assets Ltd | Plaintiff | Corporation | Order for production of documents granted in part | Partial | Melvin See Hsien Huei, Ng Hui Min |
| Reflexology and Holistic Health Academy | Defendant | Corporation | Order for production of documents granted in part | Partial | Harish Kumar, Sheila Ng |
| Lee Hoon Chai Shirley | Defendant | Individual | Order for production of documents granted in part | Partial | Harish Kumar, Sheila Ng |
| Loh Lay Hoon Ivy | Defendant | Individual | Order for production of documents granted in part | Partial | Harish Kumar, Sheila Ng |
| Michael Wong CK | Defendant | Individual | Order for production of documents granted in part | Partial | Harish Kumar, Sheila Ng |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Yeong Zee Kin | SAR | Yes |
4. Counsels
| Counsel Name | Organization |
|---|---|
| Melvin See Hsien Huei | Rodyk & Davidson LLP |
| Ng Hui Min | Rodyk & Davidson LLP |
| Harish Kumar | Rajah & Tann LLP |
| Sheila Ng | Rajah & Tann LLP |
4. Facts
- The Plaintiff and the 2nd, 3rd and 4th Defendants are shareholders in the 1st Defendant.
- The proceedings started as a winding up application on 16 June 2008.
- On 21 January 2009, the proceedings were ordered to continue as if begun by writ.
- The Plaintiff served a notice to produce documents referred to in affidavits filed on 2 and 31 December 2008.
- The Defendants resisted the notice, arguing that O 24 of the Rules of Court did not apply to winding up proceedings.
5. Formal Citations
- Woodcliff Assets Ltd v Reflexology and Holistic Health Academy and Others, Suit 147/2009, [2009] SGHC 162
6. Timeline
| Date | Event |
|---|---|
| Winding up application commenced by originating summons | |
| Affidavits filed | |
| Affidavits filed | |
| Proceedings ordered to be converted and continue as if begun by writ | |
| Notice to produce documents served | |
| Decision Date |
7. Legal Issues
- Production of Documents
- Outcome: The court held that the procedural rules in the Rules of Court which apply to a writ action would apply equally to a company winding up proceeding as if the proceeding had been begun by writ.
- Category: Procedural
- Applicability of Rules of Court to Winding Up Proceedings
- Outcome: The court determined the extent to which the Rules of Court apply to winding up proceedings, especially after conversion to a writ action.
- Category: Procedural
8. Remedies Sought
- Production of Documents
9. Cause of Actions
- Winding Up Application
10. Practice Areas
- Commercial Litigation
- Discovery
11. Industries
- No industries specified
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Kuah Kok Kim v Chong Lee Leong Seng Co (Pte) Ltd | Court of Appeal | Yes | [1991] SLR 122 | Singapore | Cited as authority that the Companies (Winding Up) Rules and the Rules of Court operated in a mutually exclusive manner. |
| Tohru Motobayashi v Official Receiver & Anor | Court of Appeal | Yes | [2000] 4 SLR 529 | Singapore | Cited as authority that the Companies (Winding Up) Rules and the Rules of Court operated in a mutually exclusive manner, unless there was a provision for the extension of the Rules of Court in the Companies (Winding Up) Rules. |
| Trek Technology v FE Global Electronics | N/A | Yes | [2003] 3 SLR 685 | Singapore | Cited regarding the possibility to defer discovery of a document. |
| Dubai Bank v Galadari (No 2) | N/A | Yes | [1990] 1 WLR 731 | N/A | Cited regarding the order for production of documents for inspection may be made for documents explicitly referred to in pleadings or affidavits, but not for documents which are referred to by inference. |
13. Applicable Rules
| Rule Name |
|---|
| O 1, r 2 of the Rules of Court |
| O 88, r 2(5) of the Rules of Court |
| O 25, rr 2–7 of the Rules of Court |
| Rule 4 of the Companies (Winding Up) Rules |
| O 24, r 13 |
| O 28, rr 8(1)–(2) |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| section 62 of the Supreme Court of Judicature Act | Singapore |
| section 254 (1) (i) of the Act | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Winding up
- Originating summons
- Writ action
- Rules of Court
- Production of documents
- Conversion
- Discovery
15.2 Keywords
- Winding up
- Rules of Court
- Production of documents
- Civil procedure
- Singapore
- High Court
- Conversion to writ action
16. Subjects
- Civil Procedure
- Company Law
- Winding Up
- Discovery
17. Areas of Law
- Civil Procedure
- Companies Law
- Winding Up