Symphony Ventures v DNB Bank: Amendment of Pleadings and Limitation Periods in Negligence, Unjust Enrichment, and Conspiracy Claims
In Symphony Ventures Pte Ltd v DNB Bank ASA, Singapore Branch, the Appellate Division of the High Court of Singapore heard an appeal regarding the lower court's decision to disallow certain amendments to Symphony Ventures' Statement of Claim. The court, comprising Belinda Ang Saw Ean JAD and Woo Bih Li JAD, dismissed the appeal, agreeing that the proposed amendments introduced new causes of action, including claims for negligence, unjust enrichment, and conspiracy, which were time-barred under the relevant limitation periods. The court ordered Symphony Ventures to pay costs to DNB Bank.
1. Case Overview
1.1 Court
Appellate Division of the High Court1.2 Outcome
Appeal dismissed.
1.3 Case Type
Civil
1.4 Judgment Type
Ex Tempore Judgment
1.5 Jurisdiction
Singapore
1.6 Description
Appeal regarding amendments to Statement of Claim. The court dismissed the appeal, finding the amendments introduced new, time-barred causes of action.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Symphony Ventures Pte Ltd | Appellant, Plaintiff | Corporation | Appeal dismissed | Lost | |
| DNB Bank ASA, Singapore Branch | Respondent, Defendant | Corporation | Appeal Allowed | Won |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Belinda Ang Saw Ean | Judge of the Appellate Division | No |
| Woo Bih Li | Judge of the Appellate Division | Yes |
4. Counsels
4. Facts
- Symphony Ventures is a lender under a loan arrangement with Traxiar Drilling Partners II Pte Ltd.
- Treatmil Holdings Limited was the guarantor of the loan.
- DNB Bank ASA, Singapore Branch arranged the loan and earned a fee for its services.
- The appellant applied to amend the Statement of Claim in this action.
- The judge did not allow the First, Second, Third and Fourth Amendments because they were time barred.
- The Fourth Amendment pertained to a plea of conspiracy between the respondent through Kilde with Savannah and Dag.
- The Third Amendment is to introduce a claim by the appellant for unjust enrichment against the respondent.
- The First Amendment introduced new facts to make a claim for negligence.
- The Second Amendment alleged a specific representation from the respondent’s officers that the US$6m loan as an initial deposit would be refundable if the transaction did not go through and that this representation was false.
5. Formal Citations
- Symphony Ventures Pte Ltd v DNB Bank ASA, Singapore Branch, Civil Appeal No 40 of 2021, [2021] SGHC(A) 16
6. Timeline
| Date | Event |
|---|---|
| Loan arrangement made between Symphony Ventures and Traxiar Drilling Partners II Pte Ltd. | |
| DNB Bank ASA, Singapore Branch received payment of fee. | |
| Starting date to commence action in tort. | |
| Statement of Claim filed. | |
| Application to amend the Statement of Claim filed. | |
| Judgment delivered. |
7. Legal Issues
- Amendment of Pleadings
- Outcome: The court held that the amendments introduced new causes of action that were time-barred and based on new material allegations.
- Category: Procedural
- Sub-Issues:
- Introduction of new cause of action
- Time-barred claims
- New material allegations
- Negligence
- Outcome: The court found that the appellant was introducing new facts to make a claim for negligence which resulted in a new cause of action being pleaded.
- Category: Substantive
- Sub-Issues:
- Special relationship
- Duty to supervise
- Alleged representation
- Unjust Enrichment
- Outcome: The court disagreed with the appellant's claim for unjust enrichment, stating that there was no contract between the parties, the respondent did not receive payment from the appellant, and the transaction had been carried out.
- Category: Substantive
- Sub-Issues:
- Failure of consideration
- Illegality
- Breach of Quistclose trust
- Conspiracy
- Outcome: The court agreed with the judge that the amendment introduced a new cause of action because it averred an additional conspiracy involving related entities of Dag who were not even parties to the original conspiracy claim.
- Category: Substantive
- Sub-Issues:
- Agreement to commit unlawful act
- Involvement of related entities
8. Remedies Sought
- Amendment of Statement of Claim
- Monetary Damages
9. Cause of Actions
- Negligence
- Unjust Enrichment
- Conspiracy
10. Practice Areas
- Commercial Litigation
11. Industries
- Banking
- Finance
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| East v Maurer | N/A | Yes | [1991] 1 WLR 461 | N/A | Cited regarding loss of profit from a separate and distinct transaction. |
13. Applicable Rules
| Rule Name |
|---|
| O 20 r 5(1) of the Rules of Court (2014 Rev Ed) |
| Rule 5(2) of the Rules of Court (2014 Rev Ed) |
| Paragraph (5) of the Rules of Court (2014 Rev Ed) |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Rules of Court | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Amendment of pleadings
- Limitation period
- New cause of action
- Statement of Claim
- Unjust enrichment
- Conspiracy
- Negligence
- Material Allegations
15.2 Keywords
- Amendment
- Pleadings
- Limitation
- Negligence
- Unjust Enrichment
- Conspiracy
17. Areas of Law
| Area Name | Relevance Score |
|---|---|
| Civil Procedure | 75 |
| Civil Practice | 75 |
| Breach of Contract | 50 |
| Contract Law | 50 |
| Fraud and Deceit | 40 |
| Unjust Enrichment | 30 |
| Negligence | 30 |
| Conspiracy by Unlawful Means | 30 |
| Estoppel | 20 |
| Company Law | 15 |
16. Subjects
- Civil Procedure
- Contract Law
- Banking Law