Slide & Hide System v Chua Seng Guan: Breach of Distributorship Agreement & Damages
In Slide & Hide System (S) Pte Ltd v Chua Seng Guan, the Singapore High Court heard cross-appeals regarding the Assistant Registrar's decision on damages for breach of a distributorship agreement. Slide & Hide sued Chua Seng Guan for breaching clauses related to competing products. The court allowed the plaintiff's appeal in part, awarding damages for lost sales due to the defendant's breach, but disallowed other claims. The defendant's appeal was rendered academic.
1. Case Overview
1.1 Court
High Court1.2 Outcome
Appeal Allowed in Part
1.3 Case Type
Civil
1.4 Judgment Type
Grounds of Decision
1.5 Jurisdiction
Singapore
1.6 Description
Singapore High Court case involving Slide & Hide System and Chua Seng Guan concerning breach of a distributorship agreement and assessment of damages.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Slide & Hide System (S) Pte Ltd | Plaintiff, Appellant | Corporation | Appeal allowed in part | Partial | |
| Chua Seng Guan | Defendant, Respondent | Individual | Appeal dismissed | Lost |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Tay Yong Kwang | Judge | Yes |
4. Counsels
| Counsel Name | Organization |
|---|---|
| Lim Ke Xiu | Lee & Lee |
| Christopher de Souza | Lee & Lee |
| Malathi Das | Joyce A Tan & Partners |
4. Facts
- Slide & Hide appointed Chua Seng Guan as exclusive distributor in Sarawak, Sabah, and Brunei.
- The distributorship agreement prohibited the distributor from selling or producing competing products.
- Chua Seng Guan set up Concealtec in China to manufacture a similar concealed door system.
- Slide & Hide terminated the distributorship agreement due to Chua Seng Guan's breach.
- Chua Seng Guan continued to compete against Slide & Hide after the termination.
- Trend Living, an entity related to Chua Seng Guan, sold the competing product in Malaysia.
- Concealtec Singapore, another entity related to Chua Seng Guan, sold the competing product in Singapore.
5. Formal Citations
- Slide & Hide System (S) Pte Ltd v Chua Seng Guan, Suit 100/2007, RA 94/2009, 96/2009, [2009] SGHC 191
6. Timeline
| Date | Event |
|---|---|
| Distributorship agreement signed | |
| Concealtec Building Products (Zhuhai) Co Ltd established | |
| Distributorship agreement terminated | |
| Lawsuit filed | |
| Order for discovery made | |
| Defendant divested shareholding in Concealtec | |
| Trial on liability heard | |
| Oral judgment delivered | |
| Assistant Registrar's grounds of decision issued | |
| Application for stay of execution dismissed | |
| Judgment Date |
7. Legal Issues
- Breach of Distributorship Agreement
- Outcome: The court found the defendant in breach of the distributorship agreement for producing a competing product.
- Category: Substantive
- Sub-Issues:
- Violation of non-compete clause
- Production of competing product
- Assessment of Damages
- Outcome: The court awarded damages for lost sales but disallowed other claims due to lack of proof or remoteness.
- Category: Procedural
- Sub-Issues:
- Causation of damages
- Remoteness of damages
- Proof of loss
8. Remedies Sought
- Damages
- Account of Profits
- Injunction
- Delivery Up
9. Cause of Actions
- Breach of Contract
10. Practice Areas
- Commercial Litigation
11. Industries
- Construction
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| DHN Food Distributors Ltd v Tower Hamlets London Borough Council | Tower Hamlets London Borough Council | Yes | [1976] 1 WLR 852 | England and Wales | Cited regarding the principle that a parent company owning all shares of its subsidiaries can be treated as the same economic entity. |
13. Applicable Rules
| Rule Name |
|---|
| O 24 r 8 of the Rules of Court (Cap 322, R 5, 2006 Rev Ed) |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Rules of Court (Cap 322, R 5, 2006 Rev Ed) | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Distributorship agreement
- SlideHide
- Concealtec
- Competing product
- Exclusive distributor
- Breach of contract
- Assessment of damages
- Proxies
- Liability period
15.2 Keywords
- breach of contract
- distributorship
- damages
- sliding door system
- Singapore
- High Court
17. Areas of Law
| Area Name | Relevance Score |
|---|---|
| Breach of Contract | 90 |
| Damages | 80 |
| Distributorship Agreement | 75 |
| Contract Law | 70 |
| Nominal damages | 65 |
| Commercial Disputes | 60 |
| Assessment of Damages | 55 |
| Estoppel | 30 |
16. Subjects
- Contract Dispute
- Distribution Agreement
- Damages Assessment