Info Manufacturing v Mil-Com Aerospace: Breach of Contract & Misrepresentation in Aerospace Industry Takeover

Info Manufacturing Pte Ltd, Tan Chor Ping, and Mdm Lye Soek Ghin sued Mil-Com Aerospace Pte Ltd and Mil-Com Manufacturing Pte Ltd in the High Court of Singapore, alleging breach of contract and fraudulent/negligent misrepresentation related to the takeover of Info Manufacturing's business. The plaintiffs claimed that Mil-Com agreed to inject $500,000 into Mil-Com Manufacturing to settle Info Manufacturing's debts and provide working capital, and to transfer 10% of Mil-Com Manufacturing's shares to the Tans. The court, Judith Prakash J, found that the defendants breached the contract by failing to pay the current rentals due to hire companies and Jurong Town Corporation after taking over Info Manufacturing's business, awarding the plaintiffs $184,940.35 plus interest.

1. Case Overview

1.1 Court

High Court

1.2 Outcome

Judgment for the plaintiffs for $184,940.35 and interest.

1.3 Case Type

Civil

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

Info Manufacturing sues Mil-Com Aerospace for breach of contract and misrepresentation related to the takeover of Info Manufacturing's business. The court found a partial breach of contract.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Info Manufacturing Pte LtdPlaintiffCorporationJudgment for PlaintiffPartial
Tan Chor PingPlaintiffIndividualJudgment for PlaintiffPartial
Mdm Lye Soek GhinPlaintiffIndividualJudgment for PlaintiffPartial
Mil-Com Aerospace Pte LtdDefendantCorporationJudgment against DefendantLost
Mil-Com Manufacturing Pte LtdDefendantCorporationJudgment against DefendantLost

3. Judges

Judge NameTitleDelivered Judgment
Judith PrakashJudgeYes

4. Counsels

Counsel NameOrganization
Anthony Leonard NettoC H Chan & Co
Akbar Hussein Mansur HusainJacob Mansur & Pillai
Ramesha PillaiJacob Mansur & Pillai

4. Facts

  1. Info Manufacturing provided engineering services and expanded into precision engineering for the aerospace industry.
  2. Info Manufacturing invested approximately $2 million in heavy machinery, some bought outright and some on hire-purchase.
  3. Mr. and Mrs. Tan gave personal guarantees to secure hire-purchase liabilities and overdraft facilities for Info Manufacturing.
  4. Info Manufacturing's business was negatively impacted by the downturn in the aerospace industry after 9/11.
  5. Info Manufacturing had difficulty meeting its financial commitments by mid-2002.
  6. Francis Tan approached the Economic Development Board for help and was referred to Dr. Young of Mil-Com.
  7. Mil-Com issued a letter to Info Manufacturing regarding a restructuring plan, contingent upon certain conditions.
  8. Mil-Com took over the management of Info Manufacturing's business, and Mil-Com Manufacturing began invoicing Info Manufacturing's customers.
  9. Mil-Com provided a loan to Info Manufacturing to settle a debt with DBS, secured by an agreement.
  10. Mil-Com Precision purchased machines from International Factors and Hong Leong that were previously under hire-purchase to Info Manufacturing.
  11. Mil-Com terminated Mr. Tan's employment, and later Mrs. Tan's employment was also terminated.

5. Formal Citations

  1. Info Manufacturing Pte Ltd and others v Mil-Com Aerospace Pte Ltd and another, Suit No 39 of 2008, [2010] SGHC 100

6. Timeline

DateEvent
Aerospace industry downturn after tragic events.
Francis Tan approached the Economic Development Board for help.
Mil-Com sent an email to Info Manufacturing with a proposal.
Statutory demands were served on Mr. and Mrs. Tan.
Mil-Com issued a letter to IFM regarding a restructuring plan.
DBS initiated bankruptcy proceedings against Mr. and Mrs. Tan.
Crucial meeting took place between Francis Tan and Dr. Young.
Notices were sent to customers of IFM.
MCM employed Francis Tan as its sales manager.
Mr. Leung suggested payment to DBS in three equal installments.
Agreement between Mil-Com, IFM, and Mr. & Mrs. Tan was signed.
MCM moved out of the Kallang Way premises.
Mil-Com Precision purchased machines from International Factors.
Mil-Com Precision bought machines from Hong Leong.
Dr. Young died.
MCM terminated Mr. Tan’s employment.
Plaintiffs disclosed invoices.
Mil-Com wrote letters to International Factors.
Plaintiffs issued a letter of demand against the defendants.
Writ was filed.
Statement of claim (amendment no 5) was filed.
Judgment Reserved.

7. Legal Issues

  1. Breach of Contract
    • Outcome: The court found that the defendants breached the contract by failing to pay the current rentals due to hire companies and Jurong Town Corporation.
    • Category: Substantive
    • Sub-Issues:
      • Failure to pay monthly installments
      • Failure to pay rental charges
  2. Misrepresentation
    • Outcome: The court did not find evidence of fraudulent or reckless misrepresentation.
    • Category: Substantive

8. Remedies Sought

  1. Damages for breach of contract
  2. Damages for misrepresentation
  3. Transfer of shares in Mil-Com Manufacturing to the Tans

9. Cause of Actions

  • Breach of Contract
  • Fraudulent Misrepresentation
  • Negligent Misrepresentation

10. Practice Areas

  • Commercial Litigation

11. Industries

  • Aerospace

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
No cited cases

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute NameJurisdiction
Misrepresentation Act (Cap 390)Singapore

15. Key Terms and Keywords

15.1 Key Terms

  • Aerospace industry
  • Hire-purchase
  • Restructuring plan
  • Convertible loan stock
  • Capital injection
  • Personal guarantees
  • Insolvency
  • Takeover
  • Management responsibilities
  • Financial assistance

15.2 Keywords

  • breach of contract
  • misrepresentation
  • aerospace
  • takeover
  • singapore
  • high court

17. Areas of Law

Area NameRelevance Score
Breach of Contract75
Contract Law70
Misrepresentation65
Fraud and Deceit50
Aerospace Industry35
Company Law30
Engineering Services25

16. Subjects

  • Contract Dispute
  • Misrepresentation
  • Corporate Restructuring