Hoon Kee Meng v Dash Living: Interpretation of Tenancy Agreement & Renewal Option
In two related applications, HC/OA 1147/2023 and HC/OA 1207/2023, the High Court of Singapore addressed a dispute between Hoon Kee Meng and Kim San Leng Realty Pte Ltd (the Landlord) and Dash Living Pte Ltd (the Tenant) regarding the renewal of a tenancy agreement. The Landlord sought a declaration that the Tenant did not have the option to renew, while the Tenant sought a declaration that it did. The court, on 30 January 2024, dismissed the Landlord's application and granted the Tenant's application, finding that the Tenancy Agreement granted the Tenant the right to renew for 24 months at a capped rental increase.
1. Case Overview
1.1 Court
General Division of the High Court1.2 Outcome
Tenant's application granted; Landlord's application dismissed.
1.3 Case Type
Civil
1.4 Judgment Type
Ex Tempore judgment
1.5 Jurisdiction
Singapore
1.6 Description
The High Court ruled that Dash Living had the right to renew its tenancy agreement with Hoon Kee Meng for 24 months, capped at a 10% rent increase.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Hoon Kee Meng | Claimant, Defendant | Individual | Application Dismissed | Lost | |
| Kim San Leng Realty Pte Ltd | Claimant, Defendant | Corporation | Application Dismissed | Lost | |
| Dash Living Pte Ltd | Defendant, Claimant | Corporation | Application Granted | Won |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Tan Siong Thye | Senior Judge | Yes |
4. Counsels
4. Facts
- Hoon Kee Meng owns a 6-story building.
- Dash Living Pte Ltd operates a hotel on the property.
- A letter of intent was signed with a 24-month renewal option.
- The tenancy agreement had a renewal clause with a rent cap.
- The landlord omitted the renewal period from the tenancy agreement.
- The tenant exercised the renewal option.
- The landlord sought a higher rent than the capped amount.
5. Formal Citations
- Hoon Kee Meng and anothervDash Living Pte Ltd and another matter, Originating Applications Nos 1147 and 1207 of 2023, [2024] SGHC 27
6. Timeline
| Date | Event |
|---|---|
| Letter of intent signed | |
| Draft of Tenancy Agreement forwarded to Tenant | |
| Tenancy Agreement executed | |
| Discussions about renewal of Tenancy Agreement commenced | |
| Tenant exercised right to renew | |
| Originating Application No 1147 of 2023 filed | |
| Originating Application No 1207 of 2023 filed | |
| Judgment issued | |
| Tenancy ends |
7. Legal Issues
- Interpretation of Contractual Terms
- Outcome: The court interpreted the tenancy agreement, considering the letter of intent, and found that the tenant had a right to renew the lease for 24 months.
- Category: Substantive
- Sub-Issues:
- Ambiguity in renewal clause
- Incorporation of terms from letter of intent
- Related Cases:
- [2020] 2 SLR 386
- [2018] 1 SLR 170
- [2016] 1 SLR 1069
- [2008] 3 SLR(R) 1029
- [2013] 4 SLR 193
- [2017] 1 SLR 219
- Unilateral Mistake Rectification
- Outcome: The court found that the requirements for unilateral mistake rectification were met, and that it should apply to clause 15 of the Tenancy Agreement.
- Category: Substantive
- Related Cases:
- [2011] 4 SLR 1094
- Effect of 'Subject to Contract' Clause
- Outcome: The court found that the 'subject to contract' clause did not prevent the letter of intent from having contractual force.
- Category: Substantive
- Related Cases:
- [2019] 1 SLR 10
8. Remedies Sought
- Declaration that Tenancy Agreement does not give Tenant option to renew
- Declaration that Tenancy Agreement provides Tenant right to renew
9. Cause of Actions
- Breach of Contract
- Declaratory Relief
10. Practice Areas
- Commercial Litigation
- Real Estate Law
11. Industries
- Hospitality
- Real Estate
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Leiman, Ricardo and another v Noble Resources Ltd and another | Court of Appeal | Yes | [2020] 2 SLR 386 | Singapore | Cited for principles of contractual interpretation. |
| CIFG Special Assets Capital I Ltd (formerly known as Diamond Kendall Ltd) v Ong Puay Koon and others and another appeal | Court of Appeal | Yes | [2018] 1 SLR 170 | Singapore | Cited for principles of contractual interpretation. |
| Lucky Realty Co Pte Ltd v HSBC Trustee (Singapore) Ltd | Court of Appeal | Yes | [2016] 1 SLR 1069 | Singapore | Cited for principles of contractual interpretation. |
| Zurich Insurance (Singapore) Pte Ltd v B-Gold Interior Design & Construction Pte Ltd | Court of Appeal | Yes | [2008] 3 SLR(R) 1029 | Singapore | Cited for principles of contractual interpretation. |
| Sembcorp Marine Ltd v PPL Holdings Pte Ltd and another and another appeal | Court of Appeal | Yes | [2013] 4 SLR 193 | Singapore | Cited for principles of contractual interpretation. |
| Yap Son On v Ding Pei Zhen | Court of Appeal | Yes | [2017] 1 SLR 219 | Singapore | Cited for principles of contextual interpretation. |
| Sheng Shiong Supermarket Pte Ltd v Carilla Pte Ltd | High Court | Yes | [2011] 4 SLR 1094 | Singapore | Cited for the requirements for unilateral mistake rectification. |
| Jewellery Industries (S) Pte Ltd v Sintat Rent-a-Car Pte Ltd | Court of Appeal | Yes | [1993] 1 SLR(R) 744 | Singapore | Addressed the issue of uncertainty in a tenancy renewal clause. |
| Radha Properties Pte Ltd v Lim Poh Suan and others | Court of Appeal | Yes | [2023] 4 SLR 728 | Singapore | Addressed the issue of uncertainty in a tenancy renewal clause. |
| Bumi Armada Offshore Holdings Ltd and Another v Tozzi Srl (formerly known as Tozzi Industries SpA) | Court of Appeal | Yes | [2019] 1 SLR 10 | Singapore | Discussed the effect of a 'subject to contract' clause. |
13. Applicable Rules
| Rule Name |
|---|
| No applicable rules |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Evidence Act 1893 | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Tenancy Agreement
- Letter of Intent
- Renewal Option
- Rent Cap
- Subject to Contract Clause
- Unilateral Mistake Rectification
15.2 Keywords
- tenancy agreement
- renewal option
- contract interpretation
- unilateral mistake
- letter of intent
- rent cap
17. Areas of Law
| Area Name | Relevance Score |
|---|---|
| Contract Law | 95 |
| Contractual terms | 95 |
| Interpretation of contractual terms | 80 |
| Tenancy Agreement | 70 |
| Subject to contract clause | 60 |
| Unilateral mistake rectification | 50 |
| Mistake | 40 |
| Property Law | 30 |
16. Subjects
- Contract Law
- Real Estate
- Tenancy Agreements
- Leases