Re Sembawang Engineers: Convening Creditors Meeting for Scheme of Arrangement

Sembawang Engineers and Constructors Pte Ltd applied to the High Court of Singapore under s 210(1) of the Companies Act for permission to convene a meeting with its creditors to approve a proposed scheme of arrangement. Rigel Technology (S) Pte Ltd, a creditor, opposed the application, arguing the company's insolvency and lack of scheme details. Justice Aedit Abdullah allowed the application, modifying the timeline for the meeting to four months, holding that insolvency alone is not an automatic bar to such applications.

1. Case Overview

1.1 Court

High Court

1.2 Outcome

Application allowed with modification of timeline.

1.3 Case Type

Insolvency

1.4 Judgment Type

Oral Judgment

1.5 Jurisdiction

Singapore

1.6 Description

Sembawang Engineers sought permission to convene a creditors' meeting for a scheme of arrangement. The court allowed the application, modifying the timeline.

1.7 Decision Date

22 September 2015

2. Parties and Outcomes

Party Name	Role	Type	Outcome	Outcome Type	Counsels
Sembawang Engineers and Constructors Pte Ltd	Applicant	Corporation	Application Allowed	Won	Patrick Ang, Low Poh Ling, Chew Xiang
Rigel Technology (S) Pte Ltd	Respondent	Corporation	Application Denied	Lost	Jonathan Tang

3. Judges

Judge Name	Title	Delivered Judgment
Aedit Abdullah	Judicial Commissioner	Yes

4. Counsels

Counsel Name	Organization
Patrick Ang	Rajah & Tann Singapore LLP
Low Poh Ling	Rajah & Tann Singapore LLP
Chew Xiang	Rajah & Tann Singapore LLP
Jonathan Tang	Wongpartnership LLP

4. Facts

Sembawang Engineers and Constructors Pte Ltd applied to convene a meeting with creditors for a proposed scheme of arrangement.
Rigel Technology (S) Pte Ltd, a creditor, opposed the application.
Rigel argued the company was hopelessly insolvent and the scheme lacked details.
The court considered arguments regarding the company's insolvency and the viability of the proposed scheme.
The court allowed the application, modifying the timeline for convening the meeting to four months.

5. Formal Citations

Re Sembawang Engineers and Constructors Pte Ltd, Originating Summons No 859 of 2015, [2015] SGHC 250

6. Timeline

Date	Event
2015-09-23	Judgment delivered
2015-01-01	Originating Summons No 859 of 2015 filed

7. Legal Issues

Whether a company's 'hopeless' insolvency should be an automatic bar to allowing that company's application under s 210(1) of the Companies Act
- Outcome: The court held that insolvency alone is not an automatic bar to such applications.
- Category: Substantive

8. Remedies Sought

Liberty to convene a meeting with creditors

9. Cause of Actions

Application under s 210(1) of the Companies Act

10. Practice Areas

Restructuring
Insolvency
Corporate Law

11. Industries

Engineering
Construction

12. Cited Cases

Case Name	Court	Affirmed	Citation	Jurisdiction	Significance
Re Pheon Pty Ltd	N/A	Yes	Re Pheon Pty Ltd (1986) 11 ACLR 142	Australia	Cited regarding the argument that the application should be refused as the Company was hopelessly insolvent.
Sri Hartamas Development Sdn Bhd v MBf Finance Bhd	N/A	Yes	Sri Hartamas Development Sdn Bhd v MBf Finance Bhd [1990] 2 MLJ 31	Malaysia	Cited regarding the argument that insolvency was to be measured in the commercial sense – ie, the inability to meet current demands

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute Name	Jurisdiction
Companies Act (Cap 50, 2006 Rev Ed)	Singapore

15. Key Terms and Keywords

15.1 Key Terms

Scheme of Arrangement
Creditors Meeting
Insolvency
Companies Act
Restraint Order

15.2 Keywords

Sembawang Engineers
Scheme of Arrangement
Creditors
Insolvency
Companies Act

16. Subjects

Insolvency
Corporate Restructuring
Schemes of Arrangement

17. Areas of Law

Insolvency Law
Company Law
Schemes of Arrangement