SH Cogent Logistics v Singapore Agro: Conspiracy to Injure & Reinstatement Dispute

In a suit before the High Court of Singapore, SH Cogent Logistics Pte Ltd and Cogent Land Capital Pte Ltd (Plaintiffs) sued Singapore Agro Agricultural Pte Ltd, Turf City Management Pte Ltd, Tan Chee Beng, and Koh Khong Meng (Defendants) for conspiracy to injure the Plaintiffs' business as the subsequent master tenant of a state-owned plot of land at the former Bukit Timah Turf Club. The Plaintiffs alleged that the Defendants conspired to damage their business by removing electrical fittings and obstructing existing sub-tenants and licensees from continuing their agreements under the Plaintiffs. The court found in favor of the Plaintiffs, granting judgment against the Defendants for damages to be assessed, and dismissed the Defendants' counterclaim for damages related to a wrongly obtained injunction.

1. Case Overview

1.1 Court

High Court

1.2 Outcome

Judgment for the Plaintiffs for damages to be assessed for the loss and damage caused by the Defendants’ conspiracy to injure the Plaintiffs. The Defendants’ counterclaim is dismissed.

1.3 Case Type

Civil

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

High Court case involving SH Cogent Logistics and Singapore Agro Agricultural concerning conspiracy to injure and reinstatement obligations at the former Bukit Timah Turf Club.

1.7 Decision Date

14 October 2014

2. Parties and Outcomes

Party Name	Role	Type	Outcome	Outcome Type	Counsels
Tan Chee Beng	Defendant	Individual	Judgment Against Defendant	Lost	Adrian Wong of Rajah & Tann LLP Andre Yeap of Rajah & Tann LLP Alywin Goh of Rajah & Tann LLP
Singapore Agro Agricultural Pte Ltd	Defendant	Corporation	Counterclaim Dismissed	Lost	Adrian Wong of Rajah & Tann LLP Andre Yeap of Rajah & Tann LLP Alywin Goh of Rajah & Tann LLP
Koh Khong Meng	Defendant	Individual	Judgment Against Defendant	Lost	Adrian Wong of Rajah & Tann LLP Andre Yeap of Rajah & Tann LLP Alywin Goh of Rajah & Tann LLP
SH Cogent Logistics Pte Ltd	Plaintiff	Corporation	Judgment for Plaintiff	Won	Koh Swee Yen of WongPartnership LLP Chang Qi-Yang of WongPartnership LLP Alvin Yeo of WongPartnership LLP Tang Shang Wei of WongPartnership LLP Sim Hui Shan of WongPartnership LLP
Cogent Land Capital Pte Ltd	Plaintiff	Corporation	Judgment for Plaintiff	Won	Koh Swee Yen of WongPartnership LLP Chang Qi-Yang of WongPartnership LLP Alvin Yeo of WongPartnership LLP Tang Shang Wei of WongPartnership LLP Sim Hui Shan of WongPartnership LLP
Turf City Management Pte Ltd	Defendant	Corporation	Judgment Against Defendant	Lost	Adrian Wong of Rajah & Tann LLP Andre Yeap of Rajah & Tann LLP Alywin Goh of Rajah & Tann LLP

3. Judges

Judge Name	Title	Delivered Judgment
Woo Bih Li	Judge	Yes

4. Counsels

Counsel Name	Organization
Adrian Wong	Rajah & Tann LLP
Andre Yeap	Rajah & Tann LLP
Alywin Goh	Rajah & Tann LLP
Koh Swee Yen	WongPartnership LLP
Chang Qi-Yang	WongPartnership LLP
Alvin Yeo	WongPartnership LLP
Tang Shang Wei	WongPartnership LLP
Sim Hui Shan	WongPartnership LLP

4. Facts

Singapore Agro Agricultural Pte Ltd was the previous master tenant of the Site.
SH Cogent Logistics Pte Ltd was awarded the new tenancy of the Site commencing 2012-03-01.
Singapore Agro Agricultural Pte Ltd sent letters to sub-tenants insisting they vacate by 2012-01-31.
Defendants removed electrical fittings and utilities equipment prior to handover.
Defendants stopped supplying utilities and waste-disposal services between 2012-01-31 and 2012-02-29.
Plaintiffs obtained an injunction restraining the Defendants from carrying out reinstatement work.
Singapore Land Authority sent letters to Singapore Agro Agricultural Pte Ltd to facilitate the continued stay of interested sub-tenants.

5. Formal Citations

SH Cogent Logistics Pte Ltd and another v Singapore Agro Agricultural Pte Ltd and others, Suit No 51 of 2012, [2014] SGHC 203

6. Timeline

Date	Event
2001-01-01	Singapore Agro Agricultural Pte Ltd became the master tenant of the site.
2011-03-12	Singapore Agro Agricultural Pte Ltd requested an extension of the tenancy to 2012-02-29.
2011-06-03	Singapore Land Authority agreed to the extension of the tenancy.
2011-06-01	Singapore Land Authority launched a tender for the new tenancy of the Site.
2011-07-01	Bidding closed for the new tenancy of the Site.
2011-08-01	Singapore Agro Agricultural Pte Ltd entered into extension agreements with the sub-tenants and licensees at the Site.
2011-10-10	Singapore Land Authority awarded the new tenancy of the Site to SH Cogent.
2011-11-01	Singapore Agro Agricultural Pte Ltd sent a letter to its sub-tenants and licensees stating that their sub-tenancies and licenses would expire on 2012-01-31.
2011-11-03	Benson Tan and Yap Chee Sing conducted an inspection of the Site.
2011-11-08	Yap Chee Sing emailed Singapore Land Authority raising concerns about Singapore Agro Agricultural Pte Ltd’s reinstatement work.
2011-11-29	Singapore Land Authority sent a letter to Singapore Agro Agricultural Pte Ltd stressing that the basis for the extension of tenancy was to minimise disruption to existing businesses.
2011-11-30	Benson Tan conducted another inspection of the Site.
2011-11-30	Yap Chee Sing wrote an email to Singapore Land Authority complaining of the dismantling of the Metal Deck Flooring.
2011-12-01	Benson Tan and Yap Chee Sing met with Tan Chee Beng and Roger Koh.
2011-12-01	Singapore Agro Agricultural Pte Ltd sent out another letter to the sub-tenants and licensees reminding them of the obligation to hand over their units by 2012-01-31.
2011-12-02	Singapore Land Authority reiterated its position to Singapore Agro Agricultural Pte Ltd that business continuity was of paramount importance.
2011-12-06	Singapore Land Authority requested that Singapore Agro Agricultural Pte Ltd assist sub-tenants and licensees who had arrangements with the incoming master tenant.
2011-12-16	Singapore Land Authority stated that reinstatement work need not be carried out at certain areas at the Site.
2012-01-04	Singapore Land Authority requested that Singapore Agro Agricultural Pte Ltd assist sub-tenants and licensees who had arrangements with the incoming master tenant.
2012-01-04	Singapore Agro Agricultural Pte Ltd wrote a third, more aggressively-worded letter to the sub-tenants and licensees.
2012-01-09	Singapore Agro Agricultural Pte Ltd wrote to Singapore Land Authority mentioning that it was carrying out reinstatement work at the Site pursuant to regulatory requirements imposed by Urban Redevelopment Authority.
2012-01-11	Singapore Land Authority held a press conference concerning the problems at the Site.
2012-01-11	Singapore Land Authority wrote to Singapore Agro Agricultural Pte Ltd, reiterating that Singapore Agro Agricultural Pte Ltd was not required to carry out reinstatement work on units where sub-tenants or licensees would continue operating beyond 2012-02-29.
2012-01-16	Singapore Agro Agricultural Pte Ltd wrote to Urban Redevelopment Authority stating that it was removing temporary structures in compliance with Urban Redevelopment Authority’s directions.
2012-01-17	Yap Chee Sing stated that Singapore Agro Agricultural Pte Ltd was still engaging in reinstatement work.
2012-01-20	The Plaintiffs obtained an injunction restraining the Defendants from carrying out reinstatement work.
2012-01-20	Singapore Land Authority wrote to Singapore Agro Agricultural Pte Ltd appending a list of reinstatement work that Singapore Land Authority required Singapore Agro Agricultural Pte Ltd to perform.
2012-01-25	Singapore Land Authority officers observed that items had been removed from the main grandstand building and car park at site inspections.
2012-01-25	Singapore Agro Agricultural Pte Ltd sent a letter to the sub-tenants and licensees, informing them that an injunction had been obtained by the Plaintiffs.
2012-01-31	Singapore Land Authority officers observed that items had been removed from the main grandstand building and car park at site inspections.
2012-02-01	Singapore Land Authority wrote to Singapore Agro Agricultural Pte Ltd placing on record observations of removed items.
2012-02-01	Singapore Land Authority wrote to Singapore Agro Agricultural Pte Ltd stating that the lighting in the common areas had been switched off, and that there was improper disposal of waste at the Site.
2012-02-02	Singapore Land Authority wrote again stating that their officers had inspected the site on the afternoon of 2012-02-01, and observed that the lighting remained switched off and that the waste was still not properly disposed of.
2012-02-10	Urban Redevelopment Authority replied to Singapore Agro Agricultural Pte Ltd’s letter of 2012-01-16.
2012-02-24	The Injunction was discharged.
2012-02-24	Singapore Land Authority wrote to Singapore Agro Agricultural Pte Ltd acknowledging the discharge of the Injunction.
2012-02-29	The Defendants returned possession of the Site to Singapore Land Authority.
2012-03-01	The Plaintiffs took over possession of the Site.
2012-01-01	Suit filed in 2012
2014-10-15	Judgment reserved.

7. Legal Issues

Conspiracy to Injure
- Outcome: The court found that the Defendants had conspired to injure the Plaintiffs.
- Category: Substantive
- Sub-Issues:
  - Agreement between conspirators
  - Predominant purpose to cause damage
  - Employment of unlawful means
  - Suffering of damage by claimant
- Related Cases:
  - [2008] 1 SLR(R) 80
Wrongful Application for Injunction
- Outcome: The court found that the Injunction was not wrongly obtained and dismissed the Defendants’ counterclaim.
- Category: Procedural
- Related Cases:
  - [2000] 2 SLR(R) 407

8. Remedies Sought

Monetary Damages
Injunction

9. Cause of Actions

Conspiracy to Injure

10. Practice Areas

Commercial Litigation
Real Estate Litigation

11. Industries

Logistics
Real Estate

12. Cited Cases

Case Name	Court	Affirmed	Citation	Jurisdiction	Significance
EFT Holdings, Inc and another v Marineteknik Shipbuilders (S) Pte Ltd and another	Court of Appeal	Yes	[2014] 1 SLR 860	Singapore	Questioned whether the tort of conspiracy should even continue to be part of the law of Singapore.
Lonrho Ltd v Shell Petroleum Co Ltd (No 2)	House of Lords	Yes	[1982] AC 173	England and Wales	Expressed dissatisfaction at the rationale underlying the tort of conspiracy but held that the tort was too well-established for it to be discarded.
Nagase Singapore Pte Ltd v Ching Kai Huat and others	High Court	Yes	[2008] 1 SLR(R) 80	Singapore	Set out the elements of the tort of conspiracy.
OCM Opportunities Fund II, LP v Burhan Uray	High Court	Yes	[2004] SGHC 115	Singapore	Courts have inferred the existence of an agreement from the conspirators’ acts.
Visionhealthone Corp Pte Ltd v HD Holdings Pte Ltd and others and another appeal	Court of Appeal	Yes	[2013] SGCA 47	Singapore	A company can, together with its controlling director, be liable for the tort of conspiracy.
Lonrho plc and others v Fayed and others (No 5)	English High Court	Yes	1 WLR 1489	England and Wales	Once the Plaintiffs prove actual pecuniary loss, the damages are at large.
British Motor Trade Association v Salvadori and others	English High Court	Yes	[1949] Ch 556	England and Wales	Expenses incurred in exposing the conspiracy.
Tribune Investment Trust Inc v Soosan Trading Co Ltd	High Court	Yes	[2000] 2 SLR(R) 407	Singapore	The court has the discretion in deciding whether or not to enforce a claimant’s undertaking in damages.
Canadian Pacific (Bermuda) Ltd v Nederkoorn Pte Ltd and another	High Court	Yes	[1999] 1 SLR(R) 628	Singapore	In order for the court to be persuaded that a claimant’s undertaking in damages should be enforced, it has to be satisfied of two things: first, that the injunction was wrongly granted; and second, that there are no special circumstances militating against the enforcement of the claimant’s undertaking.
Cheltenham & Gloucester Building Society (formerly Portsmouth Building Society) v Ricketts	Court of Appeal	Yes	[1993] 1 WLR 1545	England and Wales	The undertaking in damages, which the claimant gives upon the grant of an injunction, is given to the court and not to the defendant. It does not create any right on the part of the defendant which can found a cause of action.
Marubeni International Petroleum (S) v Projector SA	High Court	Yes	[2004] 4 SLR(R) 233	Singapore	The success of the claimant at trial and the circumstances in which the order was obtained are important to the question of whether the Injunction was wrongly granted.
Rookes v Barnard	Unknown	Yes	[1964] 2 WLR 269	Unknown	To argue that the Plaintiffs should be required to pay exemplary damages.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute Name	Jurisdiction
Planning Act (Cap 232, 1998 Rev Ed)	Singapore

15. Key Terms and Keywords

15.1 Key Terms

Master Tenant
Sub-Tenants
Reinstatement Work
Extension Tenancy
Injunction
Bukit Timah Turf Club
Singapore Land Authority
Urban Redevelopment Authority

15.2 Keywords

conspiracy
injure
reinstatement
tenancy
landlord
tenant
commercial dispute

17. Areas of Law

Area Name	Relevance Score
Conspiracy by Unlawful Means	95
Commercial Blackmail	70
Extortion	70
Tortious Interference	65
Inducement of Breach of Contract	60
Contract Law	50
Breach of Contract	40
Landlord and Tenant Disputes	30
Damages	30
Civil Litigation	25
Property Law	20
Commercial Litigation	20

16. Subjects

Real Estate
Torts
Civil Litigation