Fastfreight Pte Ltd v Bulk Trident Shipping Ltd: Injunction, Winding Up & Arbitration
In the General Division of the High Court of Singapore, Ang Cheng Hock J granted Fastfreight Pte Ltd an injunction against Bulk Trident Shipping Ltd, restraining them from presenting a winding-up application. The dispute arose from an ongoing arbitration in London. Fastfreight sought the injunction due to a cross-claim exceeding the debt claimed by Bulk Trident. The court found that the debt was still in dispute due to an ongoing appeal in English courts and that Fastfreight had a valid cross-claim subject to arbitration. The injunction was granted until the conclusion of the London arbitration.
1. Case Overview
1.1 Court
General Division of the High Court of the Republic of Singapore1.2 Outcome
Injunction granted to the plaintiff, restraining the defendant from commencing winding-up proceedings until the conclusion of the London arbitration. Parties have liberty to apply.
1.3 Case Type
Insolvency
1.4 Judgment Type
Judgment
1.5 Jurisdiction
Singapore
1.6 Description
Singapore court grants Fastfreight an injunction, restraining Bulk Trident from winding-up application due to ongoing London arbitration.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Fastfreight Pte Ltd | Plaintiff | Corporation | Injunction Granted | Won | |
| Bulk Trident Shipping Ltd | Defendant | Corporation | Injunction Granted Against | Lost |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Ang Cheng Hock | Judge of the High Court | Yes |
4. Counsels
4. Facts
- Fastfreight and Bulk Trident are in an ongoing arbitration in London.
- Bulk Trident sought a partial final award (PFA) for unpaid hire of US$2,147,717.79.
- The PFA was awarded to Bulk Trident on 20 December 2021.
- Fastfreight has a cross-claim against Bulk Trident for US$9,809,562.18.
- Fastfreight was granted leave to appeal the PFA in English courts.
- Fastfreight arrested Bulk Trident's vessel in Singapore to secure its cross-claim.
- Bulk Trident served a statutory demand on Fastfreight for the PFA sum.
- Fastfreight sought an injunction to restrain Bulk Trident from presenting a winding-up application.
5. Formal Citations
- Fastfreight Pte Ltd v Bulk Trident Shipping Ltd, Originating Summons No 66 of 2022, [2022] SGHC 210
6. Timeline
| Date | Event |
|---|---|
| Charterparty fixture recap agreed | |
| Cargo loaded at a port in India | |
| Vessel arrived off the port of Lanqiao | |
| Plaintiff conveyed sub-charterer's proposal to divert Vessel to Rizhao | |
| Defendant requested payment of hire | |
| Defendant sailed the Vessel to Rizhao without the plaintiff’s consent and discharged the cargo | |
| Partial final award issued in London arbitration | |
| Defendant made a demand for the partial final award sum, interest, and costs | |
| Plaintiff arrested the Vessel in Singapore | |
| Defendant served statutory demand on the plaintiff | |
| Defendant furnished security via letter of undertaking | |
| Plaintiff applied for an interim injunction | |
| Plaintiff filed application for injunction | |
| Defendant requested plaintiff's financial statements | |
| Plaintiff provided redacted financial statements for FY 2020 | |
| Plaintiff granted leave to appeal in English courts | |
| Plaintiff applied to tribunal seeking defendant's consent to revoke order for security for costs | |
| Hearing on injunction application | |
| Judgment reserved |
7. Legal Issues
- Injunction to Restrain Winding-Up Application
- Outcome: Injunction granted, restraining the defendant from commencing winding-up proceedings until the conclusion of the London arbitration.
- Category: Procedural
- Sub-Issues:
- Disputed debt
- Cross-claim exceeding debt
- Enforceability of Partial Final Award
- Outcome: Court found that the partial final award was still a disputed debt that falls within the scope of the parties’ arbitration agreement.
- Category: Substantive
- Sub-Issues:
- Appeal pending in foreign jurisdiction
- Leave to enforce in Singapore
- Abuse of Court's Process
- Outcome: Court found that the plaintiff's actions did not constitute an abuse of the court's process.
- Category: Procedural
- Sub-Issues:
- Inconsistent positions
- Overstating claim amount
- Solvency of Debtor
- Outcome: Court found insufficient evidence to conclude that the plaintiff was insolvent.
- Category: Substantive
- Sub-Issues:
- Cash flow test
- Net asset position
- Recoverability of receivables
8. Remedies Sought
- Injunction to restrain winding-up application
9. Cause of Actions
- Breach of Charterparty
10. Practice Areas
- Commercial Litigation
- Arbitration
- Insolvency Law
11. Industries
- Shipping
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| AnAn Group (Singapore) Pte Ltd v VTB Bank (Public Joint Stock Co) | Court of Appeal | Yes | [2020] 1 SLR 1158 | Singapore | Cited for the principle that the prima facie standard of review is to be adopted when the court is faced with either a disputed debt or a cross-claim that is subject to an arbitration agreement. |
| BWG v BWF | Court of Appeal | Yes | [2020] 1 SLR 1296 | Singapore | Cited for the principle that the AnAn Group principles apply equally in a case where the alleged debtor-company seeks to restrain a purported creditor from presenting a winding-up petition. |
| Metalform Asia Pte Ltd v Holland Leedon Pte Ltd | Court of Appeal | No | [2007] 2 SLR(R) 268 | Singapore | Cited for circumstances where the court may restrain the presentation of a winding-up application. |
| Pacific Recreation Pte Ltd v S Y Technology Inc and another appeal | Court of Appeal | No | [2008] 2 SLR(R) 491 | Singapore | Cited for the principle that a debtor-company relying on either ground to resist a winding-up application would have to demonstrate to the court that there is a triable issue as to the existence of the relevant ground it seeks to rely on. |
| Merrill Lynch Pierce, Fenner & Smith Inc v Prem Ramchand Harjani and another | Unknown | Yes | [2009] 4 SLR(R) 16 | Singapore | Cited for the principle that the court is fully entitled to determine whether a dispute exists which falls within the scope of the arbitration agreement by construing the arbitration agreement to discover its full ambit and determining whether there has been a clear and unequivocal admission of liability. |
| LKM Investment Holdings Pte Ltd v Cathay Theatres Pte Ltd | Unknown | No | [2000] 1 SLR(R) 135 | Singapore | Cited for the proposition that a judgment creditor is entitled to present a winding-up application against the judgment debtor even if the judgment is under an appeal. |
| Sun Electric Power Pte Ltd v RCMA Asia Pte Ltd (formerly known as Tong Teik Pte Ltd) | Unknown | Yes | [2021] 2 SLR 478 | Singapore | Cited for endorsing the cash flow test to determine solvency. |
| Man Diesel Turbo SE v IM Skaugen Marine Services Pte Ltd | Unknown | Yes | [2019] 4 SLR 537 | Singapore | Cited for the principle that when there are pending setting aside proceedings in relation to an arbitral award, the decision to grant an adjournment of enforcement proceedings is a matter of discretion for the enforcing court. |
| Diamond Glass Enterprise Pte Ltd v Zhong Kai Construction Co Pte Ltd | Court of Appeal | No | [2021] 2 SLR 510 | Singapore | Cited regarding the conditions for granting a stay of winding-up proceedings and whether security should be paid into court. |
13. Applicable Rules
| Rule Name |
|---|
| No applicable rules |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Insolvency, Restructuring and Dissolution Act 2018 | Singapore |
| s 125(2)(a) of the Insolvency, Restructuring and Dissolution Act 2018 | Singapore |
| International Arbitration Act 1994 | Singapore |
| Section 31(5) of the International Arbitration Act 1994 | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Partial Final Award
- PFA Sum
- Charterparty
- Sub-Charterparty
- Winding-up application
- Injunction
- Cross-claim
- Off-hire
- Statutory demand
- Arbitration
- Vessel
- Security for costs
15.2 Keywords
- Injunction
- Winding up
- Arbitration
- Shipping
- Charterparty
- Singapore
17. Areas of Law
16. Subjects
- Insolvency
- Arbitration
- Civil Procedure
- Shipping