Smoothlink v Regional Marine: Breach of Contract & Misrepresentation in Drilling Rig Sale
In two consolidated suits, Smoothlink Worldwide Services Pte Ltd sued Regional Marine & Engineering Services Pte Ltd in the High Court of Singapore for $100,000 each, representing the balance purchase price for two drilling rigs. Regional Marine counterclaimed for damages based on misrepresentation and breach of contract, and sought the return of $280,000. The court found in favor of Smoothlink, awarding $100,000 in each suit with interest, and dismissed Regional Marine's counterclaims.
1. Case Overview
1.1 Court
High Court1.2 Outcome
Judgment for Plaintiff; Defendant's counterclaims dismissed.
1.3 Case Type
Civil
1.4 Judgment Type
Grounds of Decision
1.5 Jurisdiction
Singapore
1.6 Description
Smoothlink sued Regional Marine for breach of contract. Regional Marine counterclaimed for misrepresentation and breach of contract, which were dismissed.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Smoothlink Worldwide Services Pte Ltd | Plaintiff | Corporation | Judgment for Plaintiff | Won | |
| Regional Marine & Engineering Services Pte Ltd | Defendant | Corporation | Counterclaim Dismissed | Lost |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Chua Lee Ming | Judge | Yes |
4. Counsels
4. Facts
- Smoothlink sued Regional Marine for the balance of the purchase price of two drilling rigs.
- Regional Marine counterclaimed for misrepresentation regarding the weight of the rigs.
- The agreements stated the rigs were sold on an 'as is' basis.
- Regional Marine claimed Smoothlink represented the rigs' total weight to be at least 22,000MT.
- The actual weight of the rigs was significantly lower than represented.
- Regional Marine sold the rigs to PT Vasbit Prima Niaga.
- Regional Marine sought the return of $280,000 paid to a third party on behalf of Smoothlink.
5. Formal Citations
- Smoothlink Worldwide Services Pte Ltd v Regional Marine & Engineering Services Pte Ltd and another suit, Suit Nos 1273 of 2018 and 421 of 2019, [2020] SGHC 94
6. Timeline
| Date | Event |
|---|---|
| Plaintiff entered into agreements with liquidators of Mercator for purchase of drilling rigs. | |
| Representatives of plaintiff and defendant met to discuss use of defendant's wharf to scrap the rigs. | |
| Presentation Meeting held to discuss possible collaboration for recycling the two rigs. | |
| Plaintiff borrowed $280,000 from Mr Thangarajoo s/o Innasmuthu. | |
| Plaintiff and defendant signed an agreement to share profits equally. | |
| Plaintiff's and defendant's representatives met to discuss defendant taking over purchase of rigs. | |
| Plaintiff entered into agreements with defendant to sell the two rigs. | |
| Plaintiff, defendant, and Mercator entered into a Deed of Novation. | |
| Eunos and Rajoo signed a Release Agreement. | |
| Defendant informed plaintiff that the total weight of the two rigs was 'far below' 22,000 metric tons. | |
| Defendant sold the two rigs to PT Vasbit Prima Niaga. | |
| Plaintiff commenced Suit No 1273 of 2018 in the State Courts. | |
| Plaintiff commenced Suit No 421 of 2019 in the State Courts. | |
| Trial began. | |
| Trial concluded. | |
| Judgment issued. |
7. Legal Issues
- Breach of Contract
- Outcome: The court found that the defendant's counterclaim for breach of contract failed because the weight representations were not part of the agreement and the 'as is' clause contradicted any implied term regarding weight.
- Category: Substantive
- Misrepresentation
- Outcome: The court found that while the plaintiff made representations about the weight of the rigs, the defendant was not induced by these representations to enter into the agreements due to the 'as is' clause and the defendant's failure to include weight specifications in the contract.
- Category: Substantive
8. Remedies Sought
- Monetary Damages
- Return of $280,000
9. Cause of Actions
- Breach of Contract
- Misrepresentation
10. Practice Areas
- Commercial Litigation
11. Industries
- Marine
- Engineering
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Darwish M K F Al Gobaishi v House of Hung Pte Ltd | Unknown | Yes | [1995] 1 SLR(R) 623 | Singapore | Cited for the principle that whether there is a sale by description is a question of construction of the words used to define the goods sold and the circumstances of the sale. |
| Sembcorp Marine Ltd v PPL Holdings Pte Ltd and another and another appeal | Unknown | Yes | [2013] 4 SLR 193 | Singapore | Cited for the principles on implying terms into a contract. |
13. Applicable Rules
| Rule Name |
|---|
| No applicable rules |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Sale of Goods Act (Cap 393, 1999 Rev Ed) | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Drilling Rig
- As is
- Misrepresentation
- Breach of Contract
- Tonnage
- Deed of Novation
15.2 Keywords
- breach of contract
- misrepresentation
- drilling rig
- sale of goods
- Singapore High Court
17. Areas of Law
| Area Name | Relevance Score |
|---|---|
| Contract Law | 80 |
| Breach of Contract | 75 |
| Sale of Goods | 70 |
| Misrepresentation | 65 |
| Performance of Contract | 50 |
| Debt Recovery | 40 |
16. Subjects
- Contract Law
- Sale of Goods
- Commercial Dispute