Silvester Selvan v Hilda Loe: En Bloc Sale Dispute over GSM Building

In Silvester Selvan s/o Jeyaperagasam and others v Hilda Loe Associates Pte Ltd and others, the General Division of the High Court of Singapore heard an application concerning the en bloc sale of the GSM Building to Coliwoo (TK) Pte Ltd. The claimants, members of the collective sale committee, sought a court order for the sale after objections from the defendants, subsidiary proprietors, led to a stop order from the Strata Titles Board. Christopher Tan JC dismissed the defendants' objections and granted the claimants' application, finding no lack of good faith in the transaction.

1. Case Overview

1.1 Court

General Division of the High Court

1.2 Outcome

Application Granted

1.3 Case Type

Civil

1.4 Judgment Type

Grounds of Decision

1.5 Jurisdiction

Singapore

1.6 Description

En bloc sale dispute over GSM Building. Court dismissed objections, granting order for sale to Coliwoo, finding no lack of good faith.

1.7 Decision Date

2. Parties and Outcomes

Party NameRoleTypeOutcomeOutcome TypeCounsels
Silvester Selvan s/o JeyaperagasamClaimantIndividualApplication GrantedWon
Hilda Loe Associates Pte LtdDefendantCorporationObjections DismissedLost
Coliwoo (TK) Pte LtdPurchaserCorporationSale ApprovedWon

3. Judges

Judge NameTitleDelivered Judgment
Christopher TanJudicial CommissionerYes

4. Counsels

Counsel NameOrganization
Valerie AngK&L Gates Straits Law LLC
Felicia TeeK&L Gates Straits Law LLC
N SreenivasanK&L Gates Straits Law LLC
Steven SeahSeah Ong & Partners LLP
Nicole HuangSeah Ong & Partners LLP
Zhuo JiaxiangProvidence Law Asia LLC
Ngo Wei ShingProvidence Law Asia LLC
Hui Choon WaiWee Swee Teow LLP
Luke ChewWee Swee Teow LLP
Kyle ChongProvidence Law Asia LLC
Peh Aik HinAllen & Gledhill LLP
Rebecca ChiaAllen & Gledhill LLP

4. Facts

  1. The application concerned the en bloc sale of the GSM Building to Coliwoo.
  2. The claimants were members of the collective sale committee overseeing the sale.
  3. The defendants represented the subsidiary proprietors objecting to the sale.
  4. The Strata Titles Board issued a stop order due to unresolved objections.
  5. The property is a 99-year leasehold commencing on 2 May 1978.
  6. The property was zoned as “Commercial” under the URA Master Plan 2019.
  7. The CSC authorised Coliwoo to file an application to URA seeking approval for changing the use of the Property from “Commercial” to “Serviced Apartment”.

5. Formal Citations

  1. Silvester Selvan s/o Jeyaperagasam and others v Hilda Loe Associates Pte Ltd and others, Originating Application No 1026 of 2023, [2024] SGHC 104

6. Timeline

DateEvent
Lease commenced
CSA 1 signed
URA issued January 2020 Letter
Tender 1 called
Tender 1 closed
URA sent letter regarding zoning
Extraordinary General Meeting held
80% approval for CSA 2 obtained
Tender 2A opened
Tender 2A closed
Amberdale refused extension
KEAF ended negotiations
Private treaty deadline expired
January 2023 Application filed
Tender 2B opened
Tender 2B closed
CSC voted to accept Coliwoo's offer
URA approved change of use
Letter of acceptance sent to Coliwoo's solicitors
LHN Limited issued exchange circular
Application to STB filed
Mediation session held
SRE's Valuation Report dated
Mediation session held
STB issued stop order
Application filed in court
Summons filed for document production
Hearing commenced
Hearing concluded
Judgment issued

7. Legal Issues

  1. Good Faith in Collective Sale
    • Outcome: The court found that the collective sale committee had acted in good faith, despite some missteps in the process.
    • Category: Substantive
    • Related Cases:
      • [2018] SGCA 86
      • [2019] 2 SLR 46
      • [2009] 3 SLR(R) 109
      • [2017] 2 SLR 413
  2. Duty to Obtain Best Price
    • Outcome: The court found that the collective sale committee had taken reasonable steps to obtain an appropriate price for the property, even if a better price could theoretically have been obtained.
    • Category: Substantive
    • Related Cases:
      • [2009] 3 SLR(R) 109
      • [2017] 2 SLR 413
  3. Duty to Consult Subsidiary Proprietors
    • Outcome: The court found that while there were some instances where the collective sale committee could have been more transparent with the subsidiary proprietors, these did not amount to a lack of good faith.
    • Category: Substantive
    • Related Cases:
      • [2009] 3 SLR(R) 109

8. Remedies Sought

  1. Court Order for the Sale of Property

9. Cause of Actions

  • Application for Court Order for Sale of Property

10. Practice Areas

  • Real Estate Law
  • Commercial Litigation

11. Industries

  • Real Estate

12. Cited Cases

Case NameCourtAffirmedCitationJurisdictionSignificance
Low Kwang Tong v Karen Teo Mei Ling and othersCourt of AppealYes[2018] SGCA 86SingaporeCited for the approach to assessing good faith in collective sales under s 84A of the Land Titles (Strata) Act.
Kok Yin Chong and others v Lim Hun Joo and othersCourt of AppealYes[2019] 2 SLR 46SingaporeCited for the principle that the burden of proving lack of good faith rests on the objectors to the collective sale.
Ng Eng Ghee and others v Mamata Kapildev Dave and others (Horizon Partners Pte Ltd, intervener) and another appealCourt of AppealYes[2009] 3 SLR(R) 109SingaporeCited for the extensive exposition of the concept of good faith in the collective sale context.
Ramachandran Jayakumar and others v Woo Hon Wai and others and another matterCourt of AppealYes[2017] 2 SLR 413SingaporeCited for reaffirming the exposition of good faith in Ng Eng Ghee (Horizon Towers) and explaining that a lack of good faith usually entails some want of probity.
Lim Hun Joo and others v Kok Yin Chong and othersHigh CourtNo[2019] SGHC 3SingaporeCited for the principle that valuation should not be based on speculative elements.
Mrs Spykerman Chwee Wah Christina née Lim v Yow Jia Wen and othersHigh CourtNo[2023] SGHC 158SingaporeCited for the principle that a valuation should not be based on a speculative estimate of a property’s potential.
Ngui Gek Lian Philomene and others v Chan Kiat and others (HSR International Realtors Pte Ltd, intervener)High CourtNo[2013] 4 SLR 694SingaporeCited for the principle that even if a valuation report has shortcomings, it does not necessarily lead to the conclusion that the collective sale committee breached its duty to obtain the best price.
Sakthivel Punithavathi v Public ProsecutorCourt of AppealNo[2007] 2 SLR(R) 983SingaporeCited for the principle that the court is not obliged to unquestioningly accept a party’s expert evidence, just because the other side decides not to call an expert of its own.
Saeng-Un Udom v PPCourt of AppealNo[2001] 2 SLR(R) 1SingaporeCited for the principle that the court should not reject expert evidence which is unopposed and appears not to be obviously lacking in defensibility.
Armstrong, Carol Ann (executrix of the estate of Peter Traynor, deceased, and on behalf of the dependents of Peter Traynor, deceased) v Quest Laboratories Pte Ltd and another and other appealsCourt of AppealNo[2020] 1 SLR 133SingaporeCited for the principle that the court is not bound to reject an expert’s opinion in its entirety simply because it has rejected some portions.

13. Applicable Rules

Rule Name
No applicable rules

14. Applicable Statutes

Statute NameJurisdiction
Land Titles (Strata) Act 1967Singapore
s 84A(2A)(a) of the Land Titles (Strata) Act 1967Singapore
s 84A(6A)(b) of the Land Titles (Strata) Act 1967Singapore
s 84A(2A)(b) of the Land Titles (Strata) Act 1967Singapore
s 84A(9)(a)(i)(A) of the Land Titles (Strata) Act 1967Singapore

15. Key Terms and Keywords

15.1 Key Terms

  • En Bloc Sale
  • Collective Sale
  • Subsidiary Proprietors
  • Collective Sale Committee
  • Good Faith
  • Reserve Price
  • Strata Titles Board
  • URA Master Plan
  • Gross Floor Area
  • Gross Plot Ratio

15.2 Keywords

  • En Bloc
  • Collective Sale
  • Strata Titles
  • Property
  • Singapore
  • GSM Building

17. Areas of Law

Area NameRelevance Score
En Bloc Sales95
Strata Titles90
Property Law80
Real Estate75
Contracts40
Commercial Law30

16. Subjects

  • Real Estate
  • Strata Titles
  • En Bloc Sales
  • Property Law