Arovin Ltd v Hadiran Sridjaja: Document Production, Relevance, and Legal Privilege
In the Singapore International Commercial Court, Arovin Ltd and Vijay Goradia, the Plaintiffs, sued Hadiran Sridjaja, the Defendant, concerning a claim for 75% of liabilities arising from Jurong Aromatics Corporation Pte Ltd's receivership. The Defendant sought document production related to the Initial Put and Call Option Agreement, the Settlement's negotiation, and EDBI's cooperation with the Plaintiffs. The court ordered production of documents relating to the sharing of liabilities arising out of any guarantee and/or exit option demanded by EDBI in respect of the Initial PCOA, but declined to order production in respect of Request 11 and Request 12.
1. Case Overview
1.1 Court
Singapore International Commercial Court1.2 Outcome
The court ordered production of documents relating to the sharing of liabilities arising out of any guarantee and/or exit option demanded by EDBI in respect of the Initial PCOA, but declined to order production in respect of Request 11 and Request 12.
1.3 Case Type
Civil
1.4 Judgment Type
Grounds of Decision
1.5 Jurisdiction
Singapore
1.6 Description
The SICC addresses a document production request, focusing on relevance, materiality, and legal privilege in a claim regarding liabilities from a joint venture.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Arovin Ltd | Plaintiff | Corporation | Partial | Partial | |
| Vijay Goradia | Plaintiff | Individual | Partial | Partial | |
| Hadiran Sridjaja | Defendant | Individual | Partial | Partial |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Vivian Ramsey | International Judge | Yes |
4. Counsels
4. Facts
- Plaintiffs claimed against the Defendant for 75% of liabilities arising from Jurong Aromatics Corporation Pte Ltd's receivership.
- EDBI invested in JAC and had an agreement to exit the investment.
- Initial PCOA was entered into by the Plaintiffs, the Defendant, Shefford and EDBI in October 2010.
- Binding Term Sheet in March 2011 released the 2nd Plaintiff, the Defendant and Shefford from obligations under the Initial PCOA.
- Amended PCOA was entered into on 18 April 2011 between the 1st Plaintiff, Vinmar and EDBI.
- Plaintiffs contend that the Defendant was to bear 75% of responsibility, costs and commitments in relation to the EDBI Shares.
- Defendant disputes liability under the BSLA and alleges the Settlement is void for offending public policy against maintenance and/or champerty.
5. Formal Citations
- Arovin Ltd and another v Hadiran Sridjaja, Suit No 5 of 2018 (Summons No 47 of 2019), [2019] SGHC(I) 13
6. Timeline
| Date | Event |
|---|---|
| Initial Put and Call Option Agreement entered into | |
| Binding Term Sheet agreed | |
| Binding Side Letter Agreement agreed | |
| Amended and Restated Put and Call Option Agreement entered into | |
| Settlement of arbitration by EDBI against the 1st Plaintiff and Vinmar | |
| Suit filed | |
| Judgment issued | |
| Judgment issued |
7. Legal Issues
- Document Production
- Outcome: The court ordered production of some documents but declined to order production of other documents.
- Category: Procedural
- Sub-Issues:
- Relevance of documents
- Materiality of documents
- Scope of document requests
- Legal Privilege
- Outcome: The court declined to remove litigation privilege.
- Category: Procedural
- Sub-Issues:
- Litigation privilege
- Crime/fraud exception
- Champerty and Maintenance
- Outcome: The court did not make a determination on whether the settlement offended public policy against champerty and maintenance.
- Category: Substantive
- Related Cases:
- [2015] 4 SLR 597
8. Remedies Sought
- Production of documents
9. Cause of Actions
- Breach of contract
10. Practice Areas
- Commercial Litigation
11. Industries
- Chemical Industry
- Investment
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Re Vanguard Energy Pte Ltd | High Court | Yes | [2015] 4 SLR 597 | Singapore | Cited regarding possible defences to an allegation of champerty and maintenance. |
| Lim Lie Hoa v Ong Jane Rebecca | Unknown | Yes | [1997] 1 SLR(R) 775 | Singapore | Cited regarding identifying EDBI’s interest in the proceedings. |
| Manuchar Steel Hong Kong Ltd v Star Pacific Line Pte Ltd | High Court | Yes | [2014] 4 SLR 832 | Singapore | Cited regarding the concept of 'fishing' for documents. |
| R v Secretary of State for Transport, Local Government and the Regions (No 8) | Unknown | Yes | [2003] QB 381 | England and Wales | Cited regarding the public policy against a person who is in a position to influence the outcome of litigation not having an interest in that outcome. |
| Sembcorp Marine Ltd v PPL Holdings Pte Ltd and anor | Unknown | Yes | [2013] 4 SLR 193 | Singapore | Cited regarding pleading requirements for relying on extrinsic evidence in contractual interpretation. |
| Skandinaviska Enskilda Banken AB (Publ), Singapore Branch v Asia Pacific Breweries (Singapore) Pte Ltd and other appeals | Unknown | Yes | [2007] 2 SLR(R) 367 | Singapore | Cited regarding the dominant purpose requirement for litigation privilege. |
| Brink’s Inc v Singapore Airlines Ltd | Unknown | Yes | [1998] 2 SLR(R) 372 | Singapore | Cited regarding the dominant purpose requirement for litigation privilege. |
| WH Holding Ltd and anor company v E20 Stadium LLP (No. 2) | Court of Appeal of England and Wales | Yes | [2018] EWCA Civ 2652 | England and Wales | Cited regarding the dominant purpose requirement for litigation privilege. |
| Barclays Bank plc v Eustice | Unknown | Yes | [1995] 1 WLR 1238 | England and Wales | Cited regarding the 'fraud exception' to legal professional privilege. |
| Gelatissimo Ventures (S) Pte Ltd and ors v Singapore Flyer Pte Ltd | High Court | Yes | [2010] 1 SLR 833 | Singapore | Cited regarding the 'fraud exception' to legal professional privilege. |
| BBGP Managing General Partner Ltd v Babcock & Brown Global Partners | Unknown | Yes | [2011] 2 WLR 496 | England and Wales | Cited regarding the 'fraud exception' to legal professional privilege. |
| Centre for Laser and Aesthetic Medicine Pte Ltd v GPK Clinic (Orchard) Pte Ltd | Unknown | Yes | [2018] 1 SLR 180 | Singapore | Cited regarding the relevance of parties’ subsequent conduct in contractual interpretation. |
| Li Shengwu v Attorney-General | Unknown | Yes | [2019] 1 SLR 1081 | Singapore | Cited regarding the public interest in the administration of justice. |
13. Applicable Rules
| Rule Name |
|---|
| No applicable rules |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Rules of Court (Cap 322, R 5, 2014 Rev Ed) O 110 r 17(1) | Singapore |
| Rules of Court (Cap 322, R 5, 2014 Rev Ed) O 110 r 17(2) | Singapore |
| Rules of Court (Cap 322, R 5, 2014 Rev Ed) O 110 rr 14 to 21A | Singapore |
| Rules of Court (Cap 322, R 5, 2014 Rev Ed) O 110 r 14(1) | Singapore |
| Rules of Court (Cap 322, R 5, 2014 Rev Ed) O 24 | Singapore |
| Evidence Act (Cap 97, 1997 Rev Ed) section 128(2)(a) | Singapore |
| Civil Law Act (Cap 43, 1999 Rev Ed) section 5A(2) | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Document production
- Relevance
- Materiality
- Legal privilege
- Litigation privilege
- Champerty
- Maintenance
- Initial PCOA
- BSLA
- Settlement
- EDBI
- Jurong Aromatics Corporation Pte Ltd
15.2 Keywords
- Document production
- Relevance
- Legal privilege
- Champerty
- Singapore International Commercial Court
17. Areas of Law
| Area Name | Relevance Score |
|---|---|
| Civil Practice | 75 |
| Contract Law | 50 |
| Commercial Disputes | 40 |
| Arbitration | 30 |
| Evidence Law | 25 |
| Duty to Account | 20 |
| Estoppel | 15 |
16. Subjects
- Civil Procedure
- Commercial Law