Golden Barley v BASP: Unjust Enrichment, Mistake of Fact, Failure of Consideration
In Suit No 194 of 2022, the General Division of the High Court of Singapore heard a claim by Golden Barley International Pte Ltd (GB) against Fujian Yaoda Fertilizer Technology Co Ltd (FJYD) for unjust enrichment. GB sought to recover US$1,398,000 paid to FJYD, arguing mistake of fact and failure of consideration. The court, presided over by Judicial Commissioner Kristy Tan, dismissed GB's claim, finding that the payment was part of a contractual arrangement between GB and BASP International Pte Ltd, and that GB failed to establish the alleged unjust factors.
1. Case Overview
1.1 Court
General Division of the High Court1.2 Outcome
Claim dismissed
1.3 Case Type
Civil
1.4 Judgment Type
Judgment
1.5 Jurisdiction
Singapore
1.6 Description
Golden Barley's claim against Fujian Yaoda for unjust enrichment was dismissed. The court found no valid claim based on mistake of fact or failure of consideration.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Golden Barley International Pte Ltd | Plaintiff | Corporation | Claim Dismissed | Lost | |
| BASP International Pte Ltd | Defendant | Corporation | Judgment in default of appearance | Lost | |
| Thompson Global Limited | Defendant | Corporation | Judgment in default of appearance | Lost | |
| Fujian Yaoda Fertilizer Technology Co Ltd | Defendant | Corporation | Judgment for Defendant | Won | |
| Wang Zixi | Defendant | Individual | Judgment in default of appearance | Lost | |
| Ding Ling Fei | Defendant | Individual | Other | Neutral | |
| Lin Yanyan | Defendant | Individual | Judgment in default of appearance | Lost | |
| Xiao Jiao | Defendant | Individual | Judgment in default of appearance | Lost |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Kristy Tan | Judicial Commissioner | Yes |
4. Counsels
4. Facts
- Golden Barley International Pte Ltd (GB) is a Singapore-incorporated company trading in fertilisers.
- Fujian Yaoda Fertilizer Technology Co Ltd (FJYD) is a company incorporated in the People’s Republic of China producing and selling fertilisers.
- GB had a trading relationship with BASP International Pte Ltd (BASP), a Singapore-incorporated company.
- Wang Zixi, a trader formerly employed by GB, introduced BASP to GB and allegedly stated that BASP was affiliated with FJYD.
- GB entered into a contract with BASP to purchase ammonium sulphate (the GB-BASP Contract).
- GB made a pre-payment of US$1,398,000 to FJYD, as instructed by BASP, for the GB-BASP Contract.
- GB did not receive the goods under the GB-BASP Contract.
- BASP and FJYD are, in fact, unrelated companies.
5. Formal Citations
- Golden Barley International Pte Ltd v BASP International Pte Ltd and others, Suit No 194 of 2022, [2024] SGHC 235
6. Timeline
| Date | Event |
|---|---|
| Wang Zixi employed by Golden Barley International Pte Ltd | |
| WeChat messages sent by Wang to Tan regarding BASP | |
| Golden Barley International Pte Ltd began trading with BASP International Pte Ltd | |
| Golden Barley International Pte Ltd entered into various contracts with BASP International Pte Ltd | |
| Golden Barley International Pte Ltd and BASP International Pte Ltd entered into Contract No GB013/2021P | |
| Golden Barley International Pte Ltd transferred US$1,398,000 to Fujian Yaoda Fertilizer Technology Co Ltd | |
| Contract between Best Global International Limited and Fujian Yaoda Fertilizer Technology Co Ltd dated | |
| Wu Xiaosheng reached out to Liang Keng through WeChat | |
| Golden Barley International Pte Ltd commenced S 194 | |
| Judgment reserved | |
| Judgment issued |
7. Legal Issues
- Unjust Enrichment
- Outcome: The court dismissed the claim for unjust enrichment.
- Category: Substantive
- Related Cases:
- [2024] SGHC 100
- [2013] 4 SLR 308
- [1994] 1 WLR 161
- [2016] 3 SLR 845
- [2002] 2 SLR(R) 136
- [2018] 1 SLR 239
- [2019] 1 SLR 696
- [2023] 3 SLR 533
- Mistake of Fact
- Outcome: The court found that the plaintiff failed to prove that its mistaken belief caused it to make the payment.
- Category: Substantive
- Related Cases:
- [2016] 3 SLR 845
- [2002] 2 SLR(R) 136
- Failure of Consideration
- Outcome: The court found that there was no communication between the plaintiff and the third defendant, and therefore no joint understanding regarding the basis of the payment.
- Category: Substantive
- Related Cases:
- [2018] 1 SLR 239
- [2019] 1 SLR 696
- [2023] 3 SLR 533
- Contractual Allocation of Risk
- Outcome: The court held that allowing the claim in unjust enrichment would undermine the contractual allocation of risk between the plaintiff and BASP.
- Category: Substantive
- Related Cases:
- [2024] SGHC 100
- [2013] 4 SLR 308
- [1994] 1 WLR 161
8. Remedies Sought
- Monetary Damages
9. Cause of Actions
- Unjust Enrichment
10. Practice Areas
- Commercial Litigation
11. Industries
- Fertilizer Trading
- Manufacturing
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Lim Chee Seng v Phang Yew Kiat | High Court | Yes | [2024] SGHC 100 | Singapore | Cited for the principle that the law of unjust enrichment cannot prevail over the intended effect of a contract. |
| Alwie Handoyo v Tjong Very Sumito and another and another appeal | Court of Appeal | Yes | [2013] 4 SLR 308 | Singapore | Cited for the principle that the law of unjust enrichment should not avail a claimant a remedy against the defendant where the claimant and a third party have entered into a valid contract under which the claimant was required to confer a benefit directly on the defendant. |
| Pan Ocean Shipping Co Ltd v Creditcorp Ltd | House of Lords | Yes | [1994] 1 WLR 161 | England and Wales | Cited in support of the decision in Alwie Handoyo, regarding the principle that a claim in unjust enrichment should not undermine a valid and subsisting contract. |
| Ma Hongjin v SCP Holdings Pte Ltd | High Court | Yes | [2021] 1 SLR 304 | Singapore | Cited for the elements of a valid contractual variation. |
| Williams v Roffey Bros & Nicholls (Contractors) Ltd | Court of Appeal | Yes | [1991] 1 QB 1 | England and Wales | Cited for the elements of a valid contractual variation. |
| Offshoreworks Global (L) Ltd v POSH Semco Pte Ltd | High Court | Yes | [2021] 1 SLR 27 | Singapore | Cited for the elements of a valid contractual variation. |
| Singapore Swimming Club v Koh Sin Chong Freddie | Court of Appeal | Yes | [2016] 3 SLR 845 | Singapore | Cited for the principles governing the recovery of mistaken payments in the context of an unjust enrichment claim. |
| Info-communications Development Authority of Singapore v Singapore Telecommunications Ltd | High Court | Yes | [2002] 2 SLR(R) 136 | Singapore | Cited for the distinction between a mistaken payment simpliciter and a mistake in the formation of a contractual obligation. |
| How Weng Fan and others v Sengkang Town Council and other appeals | Court of Appeal | Yes | [2023] 2 SLR 235 | Singapore | Cited for the principle that an unpleaded case may be raised and determined if it would not be unjust or cause irreparable prejudice. |
| Benzline Auto Pte Ltd v Supercars Lorinser Pte Ltd and another | High Court | Yes | [2018] 1 SLR 239 | Singapore | Cited for the principle that the basis of a transfer must be objectively determined based on what was communicated between the parties. |
| Simpson Marine (SEA) Pte Ltd v Jiacipto Jiaravanon | High Court | Yes | [2019] 1 SLR 696 | Singapore | Cited for the principle that the basis of the transfer must be objectively determined based on what was communicated between the parties. |
| Zaiton bte Adom v Nafsiah bte Wagiman and another | High Court | Yes | [2023] 3 SLR 533 | Singapore | Cited for the principle that a failure of basis inquiry fails if there were no communications between the parties at the relevant time. |
13. Applicable Rules
| Rule Name |
|---|
| No applicable rules |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| No applicable statutes | |
15. Key Terms and Keywords
15.1 Key Terms
- Unjust enrichment
- Mistake of fact
- Failure of consideration
- GB-BASP Contract
- Pre-payment
- Affiliated company
- Contractual allocation of risk
15.2 Keywords
- Unjust enrichment
- Mistake of fact
- Failure of consideration
- Contract
- Fertilizer
- Singapore
- Commercial dispute
17. Areas of Law
| Area Name | Relevance Score |
|---|---|
| Unjust Enrichment | 95 |
| Restitution | 70 |
| Mistake of fact | 65 |
| Breach of Contract | 60 |
| Failure of consideration | 60 |
| Change of position | 50 |
| Contractual terms | 40 |
| Misrepresentation | 30 |
16. Subjects
- Unjust Enrichment
- Contract Law
- Restitution