Ng Chee Weng v Lim Jit Ming Bryan: Amendment of Statement of Claim & Settlement Agreement Dispute

In Ng Chee Weng v Lim Jit Ming Bryan, the High Court of Singapore heard an appeal by the plaintiff, Ng Chee Weng, against the Assistant Registrar's decision to dismiss some of the amendments to his Statement of Claim. The plaintiff's claim was for dividends allegedly owed to him by the first defendant, Lim Jit Ming Bryan, based on a trust arrangement. The plaintiff later sought to amend his claim to include an alternative claim based on a settlement agreement. The court dismissed the appeal, finding that the plaintiff could not pursue both the original claim for dividends and a claim based on the settlement agreement, and that the proposed amendments constituted an abuse of process.

1. Case Overview

1.1 Court

High Court

1.2 Outcome

Appeal dismissed; the Assistant Registrar's decision to disallow the amendments to the Statement of Claim was affirmed.

1.3 Case Type

Civil

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

Ng Chee Weng's application to amend his Statement of Claim was dismissed. The court addressed the issue of pleading alternative claims and abuse of process.

1.7 Decision Date

15 May 2011

2. Parties and Outcomes

Party Name	Role	Type	Outcome	Outcome Type	Counsels
Ng Chee Weng	Plaintiff, Appellant	Individual	Appeal Dismissed	Lost	Tan Cheng Han of Vijay & Co Vijay Kumar of Vijay & Co
Lim Jit Ming Bryan	Defendant, Respondent	Individual	Appeal Dismissed	Won	Cavinder Bull of Drew & Napier LLC Lin Shumin of Drew & Napier LLC Woo Shu Yan of Drew & Napier LLC

3. Judges

Judge Name	Title	Delivered Judgment
Kan Ting Chiu	Judge	Yes

4. Counsels

Counsel Name	Organization
Tan Cheng Han	Vijay & Co
Vijay Kumar	Vijay & Co
Cavinder Bull	Drew & Napier LLC
Lin Shumin	Drew & Napier LLC
Woo Shu Yan	Drew & Napier LLC

4. Facts

The plaintiff claimed beneficial ownership of 50% of the shareholding in Sinco Technologies Pte Ltd.
The plaintiff sold his shares to the first defendant in April or May 2007 for $5,000,000.
The plaintiff claimed entitlement to dividend payments made while he was the beneficial owner of the shares.
The plaintiff alleged the first defendant suppressed the fact that substantial dividend payments were previously made.
The plaintiff claimed $8,880,916.67 in dividends.
The first defendant offered $3,500,000 and later $4,500,000 to settle the dividend payments.
The plaintiff initially accepted the $4,500,000 offer but later rejected it and counter-proposed $6,500,000.
The plaintiff sought to amend his Statement of Claim to include a claim based on a settlement agreement for $4,500,000.

5. Formal Citations

Ng Chee Weng v Lim Jit Ming Bryan and another, Suit No. 453 of 2009/F (Registrar's Appeal No.379 of 2010/D), [2011] SGHC 120

6. Timeline

Date	Event
2007-04-01	Plaintiff sold his shares in Sinco Technologies Pte Ltd to the first defendant.
2009-03-01	Plaintiff and first defendant had meetings and/or telephone conversations regarding dividend payments.
2009-03-23	First defendant offered $3,500,000 to the plaintiff in settlement of dividend payments.
2009-03-31	First defendant offered $4,500,000 to the plaintiff in settlement of dividend payments.
2009-04-15	Plaintiff rejected the $4,500,000 offer and counter-proposed $6,500,000.
2009-04-21	Plaintiff sent an email stating the highest offer was $4.5 million which he turned down.
2009-05-26	Plaintiff commenced action against the defendants.
2010-08-23	Plaintiff deposed an affidavit to support the draft amendments in SUM 3969/2010.
2010-08-30	First defendant affirmed an affidavit stating there was no concluded settlement agreement.
2010-08-31	Plaintiff filed an affidavit stating he accepted the $4.5 million offer on the spot.
2010-10-15	Plaintiff submitted written submissions stating he initially accepted the offer to pay $4.5 million but subsequently purported to turn it down.
2011-05-16	High Court affirmed the AR’s decision and dismissed the appeal.

7. Legal Issues

Amendment of Pleadings
- Outcome: The court held that the proposed amendments were not allowable.
- Category: Procedural
- Sub-Issues:
  - Whether the proposed amendments offend any rule of law
  - Whether the proposed amendments seek to re-open matters ruled upon by the Court of Appeal
  - Whether the requirements of the rules of procedure are satisfied
Election Between Inconsistent Rights
- Outcome: The court held that the plaintiff could not maintain both the dividends claim and the claim under the settlement agreement.
- Category: Substantive
- Sub-Issues:
  - Whether the plaintiff can plead both the original claim and breach of a settlement agreement as alternatives
  - Whether the plaintiff had elected to sue on the settlement agreement
- Related Cases:
  - [2010] 3 SLR 179
  - Sargent v ASL Developments Ltd (1974) 131 CLR 634
Abuse of Process
- Outcome: The court found that the alternative claim for dividends disclosed no reasonable cause of action and was an abuse of the process of court.
- Category: Procedural
- Sub-Issues:
  - Inconsistent positions taken by the plaintiff
  - Credibility of the plaintiff's recollection of events

8. Remedies Sought

Monetary Damages
Amendment of Statement of Claim

9. Cause of Actions

Breach of Trust
Breach of Contract

10. Practice Areas

Commercial Litigation

11. Industries

No industries specified

12. Cited Cases

Case Name	Court	Affirmed	Citation	Jurisdiction	Significance
Ang Sin Hock v Khoo Eng Lim	Court of Appeal	Yes	[2010] 3 SLR 179	Singapore	Cited for the exposition of the doctrine of election between inconsistent rights.
Sargent v ASL Developments Ltd	N/A	Yes	Sargent v ASL Developments Ltd (1974) 131 CLR 634	Australia	Cited for the explanation of the doctrine of election as between two inconsistent legal rights.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute Name	Jurisdiction
Rules of Court (Cap 322, R5, 2006 Rev Ed) O 18 r 19(1)	Singapore

15. Key Terms and Keywords

15.1 Key Terms

Statement of Claim
Settlement Agreement
Dividend Payments
Beneficial Owner
Trust
Election
Abuse of Process
Without Prejudice
Settlement Sum

15.2 Keywords

amendment of pleadings
settlement agreement
election
abuse of process
trust
dividends

17. Areas of Law

Area Name	Relevance Score
Contract Law	90
Trust Law	90
Civil Procedure	70
Estoppel	60
Misrepresentation	50
Corporate Law	40
Company Law	40
Affidavits	30

16. Subjects

Civil Procedure
Contract Law
Trusts
Settlement Agreements