Linkforce v Kajima: Setting Aside Adjudication Determination Under SOPA for Premature Adjudication Application

In Linkforce Pte Ltd v Kajima Overseas Asia Pte Ltd, the High Court of Singapore heard an application by Kajima to set aside an adjudication determination (AD) and an Order of Court obtained by Linkforce. The dispute arose from a subcontract where Linkforce was to carry out fire protection installation works for Kajima. The court, led by Judicial Commissioner Foo Chee Hock, granted Kajima's application, finding that Linkforce's adjudication application was premature because the payment claim was served before the contractually stipulated deadline. The court held that there was no estoppel, waiver, or variation of the subcontract that would alter the deadline for serving payment claims. Linkforce has appealed the decision.

1. Case Overview

1.1 Court

High Court of the Republic of Singapore

1.2 Outcome

Adjudication Determination and Order of Court set aside.

1.3 Case Type

Building and Construction Law

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

The High Court set aside an adjudication determination under SOPA, finding the adjudication application was premature due to early payment claim.

1.7 Decision Date

5 March 2017

2. Parties and Outcomes

Party Name	Role	Type	Outcome	Outcome Type	Counsels
Linkforce Pte Ltd	Applicant, Appellant	Corporation	Application Dismissed	Lost	Joseph Lopez of Joseph Lopez LLP Chong Li Tang of Joseph Lopez LLP Intan Krishanty Wirayadi of Joseph Lopez LLP
Kajima Overseas Asia Pte Ltd	Respondent	Corporation	Application Allowed	Won	Ng Kim Beng of Rajah & Tann Singapore LLP Zhuang Wenxiong of Rajah & Tann Singapore LLP

3. Judges

Judge Name	Title	Delivered Judgment
Foo Chee Hock	Judicial Commissioner	Yes

4. Counsels

Counsel Name	Organization
Joseph Lopez	Joseph Lopez LLP
Chong Li Tang	Joseph Lopez LLP
Intan Krishanty Wirayadi	Joseph Lopez LLP
Ng Kim Beng	Rajah & Tann Singapore LLP
Zhuang Wenxiong	Rajah & Tann Singapore LLP

4. Facts

Linkforce and Kajima entered into a subcontract on 1 November 2012 for fire protection installation works.
A dispute arose between Linkforce and Kajima regarding payment.
Linkforce served Payment Claim 33 (PC 33) on Kajima on 3 June 2016.
Kajima did not provide a payment response by 24 June 2016, according to Linkforce.
Linkforce lodged an adjudication application on 8 July 2016.
Kajima lodged an adjudication response on 18 July 2016, objecting to the prematurity of the adjudication application.
The adjudicator agreed with Linkforce and awarded Linkforce $893,751.86 and costs of $22,470.

5. Formal Citations

Linkforce Pte Ltd v Kajima Overseas Asia Pte Ltd, HC/Originating Summons No 947/2016(HC/Summons No 4806/2016), [2017] SGHC 46

6. Timeline

Date	Event
2012-11-01	Subcontract signed between Kajima and Linkforce.
2014-08-25	Kajima's project manager sent an email regarding progress claim submission requirements.
2016-06-03	Linkforce served Payment Claim 33 on Kajima.
2016-07-07	Linkforce notified Kajima of its intention to apply for adjudication.
2016-07-08	Linkforce lodged an adjudication application.
2016-07-18	Kajima lodged an adjudication response.
2016-07-20	Kajima provided a payment response to Linkforce.
2016-09-05	Adjudication determination made by Mr. Seah Choo Meng.
2016-09-19	Linkforce filed Originating Summons No 947 of 2016.
2016-10-03	Kajima filed Summons No 4806 of 2016 to set aside the Order of Court and the adjudication determination.
2016-10-31	Hearing date.
2016-11-04	Hearing date.
2017-01-16	Court granted Kajima’s application to set aside the Order of Court and the adjudication determination.
2017-03-13	Date of the decision.

7. Legal Issues

Premature Adjudication Application
- Outcome: The court held that the adjudication application was premature, invalidating the adjudication determination.
- Category: Procedural
- Sub-Issues:
  - Failure to comply with SOPA timelines
- Related Cases:
  - [2015] SGHC 226
  - [2014] SGHC 142
Estoppel, Waiver, and Variation of Contract
- Outcome: The court found that there was no clear and unambiguous representation from Kajima that payment claims need not be served on the last day of each month, and thus no estoppel, waiver, or variation of the subcontract.
- Category: Substantive
- Sub-Issues:
  - Clear and unambiguous representation
  - Reliance
  - Detriment
  - Offer
  - Acceptance
  - Consideration
- Related Cases:
  - [2009] 2 SLR(R) 532
  - [2012] 1 SLR 152
  - [2009] 2 SLR(R) 332
  - [2013] 4 SLR 409
Breach of Natural Justice
- Outcome: The court found that the premature adjudication application caused Kajima's payment response to be wrongly excluded from consideration, resulting in a breach of natural justice.
- Category: Procedural
- Sub-Issues:
  - Wrongful exclusion of payment response from consideration

8. Remedies Sought

Setting aside of adjudication determination
Setting aside of order of court

9. Cause of Actions

Breach of Contract

10. Practice Areas

Construction Law
Commercial Litigation

11. Industries

Construction

12. Cited Cases

Case Name	Court	Affirmed	Citation	Jurisdiction	Significance
Lee Wee Lick Terence v Chua Say Eng	High Court	Yes	[2013] 1 SLR 401	Singapore	Cited for the test for setting aside an adjudication determination.
UES Holdings Pte Ltd v Grouteam Pte Ltd	High Court	Yes	[2016] 1 SLR 312	Singapore	Cited regarding the propriety of examining the merits of the adjudicator's decision.
Grouteam Pte Ltd v UES Holdings Pte Ltd	Court of Appeal	Yes	[2016] 5 SLR 1011	Singapore	Cited for the importance of strict adherence to timelines under SOPA.
YTL Construction (S) Pte Ltd v Balanced Engineering & Construction Pte Ltd	High Court	Yes	[2014] SGHC 142	Singapore	Cited for the principle that out-of-time adjudication applications invalidate adjudication determinations.
Newcon Builders Pte Ltd v Sino New Steel Pte Ltd	High Court	Yes	[2015] SGHC 226	Singapore	Cited for the principle that premature adjudication applications invalidate adjudication determinations.
Yokogawa Engineering Asia Pte Ltd v Transtel Engineering Pte Ltd	Court of Appeal	Yes	[2009] 2 SLR(R) 532	Singapore	Cited for the elements of estoppel by representation.
Chai Cher Watt v SDL Technologies Pte Ltd	High Court	Yes	[2012] 1 SLR 152	Singapore	Cited for the categorization of waiver into waiver by election and waiver by estoppel.
Gay Choon Ing v Loh Sze Ti Terence Peter	Court of Appeal	Yes	[2009] 2 SLR(R) 332	Singapore	Cited for the requirements of an offer in contract law.
Aero-Gate Pte Ltd v Engen Marine Engineering Pte Ltd	High Court	Yes	[2013] 4 SLR 409	Singapore	Cited for the elements required for the variation of a contract.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute Name	Jurisdiction
Building and Construction Industry Security of Payment Act (Cap 30B, 2006 Rev Ed)	Singapore
Building and Construction Industry Security of Payment Act (Cap 30B, 2006 Rev Ed) s 13(3)(a)	Singapore
Building and Construction Industry Security of Payment Act (Cap 30B, 2006 Rev Ed) s 12(5)	Singapore
Building and Construction Industry Security of Payment Act (Cap 30B, 2006 Rev Ed) s 15(3)(a)	Singapore
Building and Construction Industry Security of Payment Act (Cap 30B, 2006 Rev Ed) s 16(3)(c)	Singapore

15. Key Terms and Keywords

15.1 Key Terms

Adjudication Application
Adjudication Determination
Payment Claim
Payment Response
Security of Payment Act
Estoppel
Waiver
Variation
Premature Adjudication
Natural Justice

15.2 Keywords

Building and Construction
Security of Payment Act
Adjudication
Singapore
Construction Law

17. Areas of Law

Area Name	Relevance Score
Adjudication	80
Construction Law	75
Setting aside	70
Arbitration	60
Contract Law	50
Civil Procedure	30

16. Subjects

Construction Dispute
Adjudication
Contract Law