Saha Ram Krishna v Tan Tai Joum: Breach of Contract, Implied Terms, and Mitigation of Damages in Tenancy Agreements
Saha Ram Krishna, Jay Mondal, and J M Business World Pte Ltd sued Tan Tai Joum, acting as the personal representative of Tan Hee Liang, in the General Division of the High Court of Singapore on January 23, 2024, for breach of contract related to two tenancy agreements for a shophouse at 29 Lembu Road. The plaintiffs claimed the defendant breached an implied term regarding the lawfulness of the property's construction. The court, presided over by Vinodh Coomaraswamy J, found that the tenancy agreements were separate, the defendant breached an implied term in the second agreement but the plaintiffs affirmed the contract, and both parties breached their respective agreements. The court awarded damages to both parties, resulting in a net sum payable by the plaintiffs to the defendant on the counterclaim.
1. Case Overview
1.1 Court
General Division of the High Court1.2 Outcome
Judgment for Defendant on Counterclaim
1.3 Case Type
Civil
1.4 Judgment Type
Grounds of Decision
1.5 Jurisdiction
Singapore
1.6 Description
Tenants Saha Ram Krishna and others sued landlord Tan Tai Joum for breach of contract. The court found both parties in breach, with damages awarded to both, but a net sum due to the defendant.
1.7 Decision Date
2. Parties and Outcomes
| Party Name | Role | Type | Outcome | Outcome Type | Counsels |
|---|---|---|---|---|---|
| Saha Ram Krishna | Plaintiff | Individual | Partial Judgment | Partial | Yap Bock Heng Christopher, William Ong Meng Hwa |
| Jay Mondal | Plaintiff | Individual | Partial Judgment | Partial | Yap Bock Heng Christopher, William Ong Meng Hwa |
| J M Business World Pte Ltd | Plaintiff | Corporation | Partial Judgment | Partial | Yap Bock Heng Christopher, William Ong Meng Hwa |
| Tan Tai Joum | Defendant | Individual | Judgment on Counterclaim | Won | Ng Lip Chih, Chung Jun Hui Joel |
3. Judges
| Judge Name | Title | Delivered Judgment |
|---|---|---|
| Vinodh Coomaraswamy | Judge of the High Court | Yes |
4. Counsels
| Counsel Name | Organization |
|---|---|
| Yap Bock Heng Christopher | Alpha Law LLC |
| William Ong Meng Hwa | Alpha Law LLC |
| Ng Lip Chih | Foo & Quek LLC |
| Chung Jun Hui Joel | Foo & Quek LLC |
4. Facts
- Plaintiffs and defendant entered into two tenancy agreements for a three-storey shophouse.
- The first tenancy agreement was for the first storey, and the second was for the second and third storeys.
- Plaintiffs intended to operate a restaurant on the first storey and house employees on the second and third storeys.
- URA informed plaintiffs that the approved use of the first storey was as a shop, not a restaurant.
- URA had no record of a third storey at the Property.
- Plaintiffs stopped paying rent under both tenancy agreements in late 2019.
- Plaintiffs yielded up the Property to the defendant in January 2020.
5. Formal Citations
- Saha Ram Krishna and others v Tan Tai Joum, Suit No 774 of 2020, [2024] SGHC 9
6. Timeline
| Date | Event |
|---|---|
| Defendant bought the Property | |
| Earliest record of the existence of a third storey | |
| URA granted defendant permission to change use of first storey to 'eating establishment (coffee shop)' | |
| BCA issued certificate of statutory completion for additions and alterations at the first storey | |
| URA granted permission to defendant’s tenant to change the approved use of the first storey 'from shop to restaurant' | |
| Defendant renewed the existing tenancy of the Property for one year until end July 2019 | |
| Plaintiffs and defendant entered into two tenancy agreements | |
| Term under both tenancy agreements began | |
| Plaintiffs made a formal enquiry with the URA about the approved use of the Property | |
| URA replied to the plaintiffs informing them of the approved use of the Property | |
| Plaintiffs stopped paying rent under the second tenancy agreement | |
| Plaintiffs stopped paying rent under the first tenancy agreement | |
| Plaintiffs returned all the keys to the Property to the defendant | |
| Plaintiff commenced this action | |
| Defendant filed his defence and raised his counterclaim | |
| Mr Tan Hee Liang died | |
| Mr Tan Tai Joum substituted himself for Mr Tan Hee Liang as the defendant in this action | |
| Trial began | |
| Judgment issued |
7. Legal Issues
- Breach of Contract
- Outcome: The court found that both the plaintiffs and the defendant breached their respective tenancy agreements.
- Category: Substantive
- Sub-Issues:
- Failure to pay rent
- Repudiatory breach
- Affirmation of contract
- Related Cases:
- [2007] 4 SLR(R) 413
- Implied Terms
- Outcome: The court found that there was an implied term in the second tenancy agreement that the second and third storeys were constructed lawfully.
- Category: Substantive
- Sub-Issues:
- Lawfulness of construction
- Business efficacy
- Related Cases:
- [2013] 4 SLR 193
- Mitigation of Damages
- Outcome: The court found that the defendant acted reasonably in mitigation of his loss after the plaintiffs yielded up the Property.
- Category: Substantive
8. Remedies Sought
- Monetary Damages
9. Cause of Actions
- Breach of Contract
10. Practice Areas
- Commercial Litigation
- Real Estate Law
11. Industries
- Real Estate
- Food and Beverage
12. Cited Cases
| Case Name | Court | Affirmed | Citation | Jurisdiction | Significance |
|---|---|---|---|---|---|
| Sembcorp Marine Ltd v PPL Holdings Pte Ltd | Court of Appeal | Yes | [2013] 4 SLR 193 | Singapore | Cited for the process by which a term will be implied in fact into a contract. |
| RDC Concrete Pte Ltd v Sato Kogyo (S) Pte Ltd | Court of Appeal | Yes | [2007] 4 SLR(R) 413 | Singapore | Cited for the situations in which a breach of contract gives the innocent party a right to terminate a contract. |
| Hongkong Fir Shipping Co Ltd v Kawasaki Kisen Kaisha Ltd | Queen's Bench | Yes | [1962] 2 QB 26 | England and Wales | Cited for the principle that a breach of contract gives rise to an event which will deprive the party not in default of substantially the whole benefit which it was intended that he should obtain from the contract. |
| Info-communications Development Authority of Singapore v Singapore Telecommunications Ltd | High Court | Yes | [2002] 2 SLR(R) 136 | Singapore | Cited for the principle that a claim in restitution cannot succeed unless any contract that exists between the parties has been invalidated. |
| Alwie Handoyo v Tjong Very Sumito | Court of Appeal | Yes | [2013] 4 SLR 308 | Singapore | Cited for the principle that a claim in restitution cannot succeed unless any contract that exists between the parties has been invalidated. |
| Esben Finance Ltd and others v Wong Hou-Lianq Neil | High Court | Yes | [2022] 1 SLR 136 | Singapore | Cited for the principle that a claim in restitution cannot succeed unless any contract that exists between the parties has been invalidated. |
| Chua Choon Cheng and others v Allgreen Properties Ltd and another appeal | High Court | Yes | [2009] 3 SLR(R) 724 | Singapore | Cited regarding far reaching consequences for all tenancy agreements and leases. |
13. Applicable Rules
| Rule Name |
|---|
| No applicable rules |
14. Applicable Statutes
| Statute Name | Jurisdiction |
|---|---|
| Planning Act (Cap 232, 1998 Rev Ed) | Singapore |
| Building Control Act (Cap 29, 1999 Rev Ed) | Singapore |
| Civil Law Act 1909 | Singapore |
15. Key Terms and Keywords
15.1 Key Terms
- Tenancy Agreement
- Implied Term
- Repudiatory Breach
- Affirmation
- Mitigation of Damages
- Reliance Loss
- Expectation Loss
- Reinstatement Costs
- Security Deposit
- Unlawful Construction
15.2 Keywords
- breach of contract
- tenancy agreement
- implied terms
- mitigation of damages
- Singapore
- shophouse
- restaurant
16. Subjects
- Contract Law
- Real Estate
- Landlord-Tenant Law
17. Areas of Law
- Contract Law
- Tenancy Law
- Building and Construction Law