Riviera Co., Ltd v. Toshio Masui: Amendment Application, Enforcement of Foreign Judgment, Deception of MAS

Riviera Co., Ltd, a Japanese company, sued Toshio Masui in the General Division of the High Court of Singapore to enforce a foreign judgment from the Tokyo District Court. Masui applied to amend his defence after Riviera Co. succeeded in a trial on preliminary issues and a striking out application. Philip Jeyaretnam J dismissed Masui's application, finding the proposed amendment unsustainable. Masui appealed the decision.

1. Case Overview

1.1 Court

General Division of the High Court of the Republic of Singapore

1.2 Outcome

Application to amend defence dismissed.

1.3 Case Type

Civil

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

Riviera Co., Ltd sues Toshio Masui to enforce a foreign judgment. The court dismissed Masui's application to amend his defense, finding it unsustainable.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Riviera Co., LtdPlaintiffCorporationApplication to strike out second defence grantedWon
Toshio MasuiDefendantIndividualApplication to amend defence dismissedLost

3. Judges

Judge NameTitleDelivered Judgment
Philip JeyaretnamJudgeYes

4. Counsels

Counsel NameOrganization
Goh Enchi JeanneTSMP Law Corporation
Tan May LianTSMP Law Corporation
FeliciaTSMP Law Corporation
Eoon Zizhen BenedictOon & Bazul LLP
Daren Kim Chang JinOon & Bazul LLP

4. Facts

  1. Riviera Co., Ltd. is a Japanese company that succeeded to the rights of Aoi Corporation through an absorption merger.
  2. Toshio Masui is the founder and representative of Orange Grove Capital Management Pte Ltd.
  3. The action was for the enforcement of a foreign judgment granted by the Tokyo District Court and upheld by the Tokyo High Court.
  4. The Tokyo judgment was in respect of a loan agreement dated 16 January 2015.
  5. Masui raised two defences: failure to meet Japanese law requirements and procurement of the Tokyo judgment by fraud.
  6. The court ruled in favor of Riviera Co. on the first defence and struck out the second defence.
  7. Masui applied to amend his defence to introduce a new defence based on deception of the Monetary Authority of Singapore (MAS).

5. Formal Citations

  1. Riviera Co, Ltd v Toshio Masui, Suit No 572 of 2021 (Summons No 669 of 2023), [2023] SGHC 223

6. Timeline

DateEvent
Loan Agreement dated
Tokyo District Court granted judgment
Tokyo High Court upheld judgment
Riviera Co., Ltd succeeded to rights and obligations of Aoi Corporation
Action commenced
Trial of first defence as preliminary issue
Application to strike out second defence heard
Directed that any amendment application be filed by
Amendment application filed
Judgment date
Defendant appealed against dismissal of application to amend
Judgment date

7. Legal Issues

  1. Amendment of Pleadings
    • Outcome: The court held that the defendant's application to amend his defence was not viable due to the lateness of the application, lack of proper explanation for the delay, prejudice to the plaintiff, and the unreasonableness of the proposed defence.
    • Category: Procedural
    • Sub-Issues:
      • Materiality of amendments
      • Good faith of application
      • Prejudice to other party
      • Delay in application
    • Related Cases:
      • [2023] SGHC 216
      • [1992] 3 SLR(R) 940
  2. Enforcement of Foreign Judgment
    • Outcome: The court found that the proposed amendment did not raise a reasonable defence against the enforcement of the foreign judgment.
    • Category: Substantive
    • Sub-Issues:
      • Public policy
      • Deception of public authorities
  3. Illegality of Contract
    • Outcome: The court found that the loan agreement was not a contract to deceive public authorities, nor was it a lawful contract entered into with the object of committing an illegal act.
    • Category: Substantive
    • Sub-Issues:
      • Contract to deceive public authorities
      • Contract entered into with the object of committing an illegal act
    • Related Cases:
      • [2018] 1 SLR 363

8. Remedies Sought

  1. Enforcement of Monetary Judgment

9. Cause of Actions

  • Enforcement of Foreign Judgment
  • Breach of Contract

10. Practice Areas

  • Commercial Litigation

11. Industries

  • Finance
  • Real Estate

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
Wang Piao v Lee Wee ChingHigh CourtYes[2023] SGHC 216SingaporeCited for the three-stage framework for amendment applications after entry of summary judgment.
Lim Yong Swan v Lim Jee TeeCourt of AppealYes[1992] 3 SLR(R) 940SingaporeCited for the principle that leave to amend a defence should not be granted where the amendment raises no reasonable defence to the claim.
Ochroid Trading Ltd and another v Chua Siok Lui (trading as VIE Import & Export) and anotherCourt of AppealYes[2018] 1 SLR 363SingaporeCited for the category of contracts illegal at common law comprising contracts which are not unlawful per se but entered into with the object of committing an illegal act.

13. Applicable Rules

Rule Name
Rules of Court O 18 r 19(1) (2014 Rev Ed)
Rules of Court O 20 r 5 (2014 Rev Ed)

14. Applicable Statutes

Statute NameJurisdiction
Securities and Futures Act 2001Singapore
Section 92 of the Securities and Futures Act 2001Singapore
Section 97C of the Securities and Futures Act 2001Singapore

15. Key Terms and Keywords

15.1 Key Terms

  • Amendment of Defence
  • Foreign Judgment Enforcement
  • Monetary Authority of Singapore (MAS)
  • Deception
  • Public Policy
  • Loan Agreement
  • Capital Markets Services License (CMS License)
  • Base Capital Requirement
  • Absorption Merger

15.2 Keywords

  • amendment
  • defence
  • foreign judgment
  • enforcement
  • deception
  • MAS
  • Singapore

17. Areas of Law

Area NameRelevance Score
Amendment of Pleadings90
Enforcement of Foreign Judgments80
Civil Practice75
Contract Law60
Litigation50
Monetary Judgement45
Breach of Contract40
Company Law30

16. Subjects

  • Civil Procedure
  • Contract Law
  • Financial Regulation