Companies

[2024] SGHC 10

Shree Ramkrishna Exports Pvt Ltd v JG Jewelry Pte Ltd and another suit

General Division of the High Court18 January 2024

Contract — Formation — Certainty of terms; Restitution — Unjust enrichment — Failure of consideration — Counter-restitution; Companies — Oppression — Minority shareholders; Companies — Directors — Duties

[2024] SGHC 1

Goh Tze Chien v Tan Teow Chee and another

General Division of the High Court9 January 2024

Companies — Members — Meetings; Mental Disorders and Treatment — Inquiries into mental disorders

[2023] SGHC 361

Marten, Joseph Matthew and another v AIQ Pte Ltd (in liquidation) and others

General Division of the High Court29 December 2023

Companies — Oppression — Minority shareholders — Locus standi of nominee holding company to bring oppression action for acts done to beneficial shareholder; Companies — Oppression — Minority shareholders — Rights issue to raise urgently needed funds for company not oppressive conduct even if other shareholders are diluted; Companies — Directors — Shadow directors; Companies — Oppression — Minority shareholders — Qua member rule; Companies — Oppression — Minority shareholders — Reflective loss principle; Companies — Oppression — Minority shareholders — Whether there was an understanding and agreement between two shareholders that gave rise to equitable considerations; Companies — Oppression — Minority shareholders — Acts of shareholder bring oppression suit to be considered when determining if conduct complained of is unfair, as long as no tit-for-tat behaviour; Tort — Conspiracy — Unlawful means conspiracy — Whether breach of company constitution is a wrongful act; Tort — Conspiracy — Lawful means conspiracy

[2023] SGHC 351

Ng Yew Nam and others v Loh Sin Hock Anthony and others and another matter

General Division of the High Court12 December 2023

[2023] SGHC 329

Re Babel Holding Ltd (Parastate Labs , Inc and others, non-parties

General Division of the High Court24 November 2023

Companies — Schemes of arrangement — Application for leave to convene scheme meeting

[2023] SGHC 327

Lim Siew Fern v Tan Beng Yong and others ( Tan Meng Hin , third party

General Division of the High Court17 November 2023

Civil Procedure — Experts — Principles for court intervention in valuation; Civil Procedure — Disclosure of documents — Confidential documents referred to in independent expert’s report; Companies — Oppression — Minority shareholders — Valuation of shares for buyout — Principles for court intervention

[2023] SGHC 297

Oro Negro Drilling Pte Ltd and others v Integradora de Servicios Petroleros Oro Negro SAPI de CV and others

General Division of the High Court23 October 2023

Civil Procedure — Injunctions — Prohibitory injunction to restrain breach of negative covenant; Companies — Memorandum and articles of association; Conflict of Laws — Restraint of foreign proceedings

[2023] SGHC 293

Chen Songlin Michael v Attorney-General

General Division of the High Court16 October 2023

Companies — Directors — Disqualification — Disqualification from acting as director under s 155(1) Companies Act 1967 — Whether applicant should be granted permission to act as director — Section 155(1) of the Companies Act 1967 — Factors to be considered

[2023] SGHC(A) 32

Tan Siew Hui v Lim Lai Soon and others and another appeal

Appellate Division of the High Court10 October 2023

[2023] SGHC 276

Tan Yew Huat v Sin Joo Huat Hardware Pte Ltd and another matter

General Division of the High Court4 October 2023

Companies — Winding up — Majority sought winding up order on just and equitable grounds — Whether there was unfairness when majority could have voluntarily wound up the company; Contract — Mistake — Mistake of fact

[2023] SGHC(A) 31

Soup Empire Holdings Pte Ltd and others v Lim Cheng San and another matter

Appellate Division of the High Court19 September 2023

Companies — Directors — Inspection of accounting records; Companies — Accounts

[2023] SGHC 231

Re Logistics Construction Pte Ltd

General Division of the High Court18 August 2023

Companies — Schemes of arrangement — Whether a moratorium should be granted

[2023] SGHC 211

Elcarim Science Pte Ltd v Zhang Yongtai

General Division of the High Court15 August 2023

Companies — Directors — Duties; Companies — Directors — Removal; Companies — Directors — Remuneration; Companies — Capital — Share capital; Companies — Shares — Transfer; Contract — Breach; Contract — Formation

[2023] SGHC 183

Deniyal bin Kamis v Mapo Engineering Pte Ltd and others

General Division of the High Court4 July 2023

Companies — Oppression — Minority shareholders; Civil Procedure — Limitation — Section 216 of the Companies Act 1967; Limitation of Actions — Particular causes of action — Section 216 of the Companies Act 1967

[2023] SGHC 177

Fu Zhihui Alvin and another v Accounting and Corporate Regulatory Authority

General Division of the High Court26 June 2023

[2023] SGCA 17

BIT Baltic Investment & Trading Pte Ltd (in compulsory liquidation) v Wee See Boon

Court of Appeal26 May 2023

[2023] SGHC 127

Hector Finance Group Ltd and another v Chan Chew Keak

General Division of the High Court26 May 2023

[2023] SGHC 151

Gulf International Holding Pte Ltd v Delta Offshore Energy Pte Ltd

General Division of the High Court24 May 2023

Companies — Receiver and manager — Judicial management order; Credit And Security — Remedies — Judicial management; Arbitration — Stay of court proceedings

[2023] SGHC 152

Adcrop Pte Ltd v Gokul Vegetarian Restaurant and Caf e Pte Ltd ( Rajeswary d/o Sinan and another, non-parties

General Division of the High Court23 May 2023

Companies — Winding up — Abuse of process — Collateral purpose; Insolvency Law — Winding up — Standing of shareholder/contributory to oppose winding up application

[2023] SGHC 148

Re All Measure Technology (S) Pte Ltd (RHB Bank Bhd, non-party

General Division of the High Court17 May 2023

Companies — Schemes of arrangement — Whether a moratorium should be granted

[2023] SGHC 139

Government of the City of Buenos Aires v HN Singapore Pte Ltd and another

General Division of the High Court12 May 2023

Companies — Incorporation of companies — Lifting corporate veil; Conflict of Laws — Choice of law — Contract; Contract — Breach; Contract — Frustration; Contract — Termination; Contract — Waiver; Tort — Misrepresentation

[2023] SGHC 122

Point72 Ventures Investments LLC v FinLync Pte Ltd (Klein, Peter Selig and another, non-parties

General Division of the High Court5 May 2023

Companies — Receiver and manager — Judicial management order

[2023] SGHC 114

Full House Building Construction Pte Ltd v Tan Hong Joo and others

General Division of the High Court28 April 2023

Contract — Contractual terms — Warranties; Contract — Contractual terms — Rules of construction; Companies — Constitution — Directors — Powers; Confidence — Remedies — Injunctions; Injunctions — Purposes for grant — Protection of contractual rights

[2023] SGHC 106

Tanoto Sau Ian v USP Group Ltd and another matter

General Division of the High Court19 April 2023

Companies — Members — Meetings — Beneficial shareholders seeking to requisition an extraordinary general meeting — Whether estoppel or the extended doctrine of res judicata can override the requirement that only members can requisition an extraordinary general meeting — Section 176(1) Companies Act 1967 (2020 Rev Ed); Companies — Statutory derivative action — Bringing statutory derivative action for permanent injunction with no good legal basis and with no credible evidence — Whether proposed action was prima facie in interests of company — Section 216A(3)(c) Companies Act 1967 (2020 Rev Ed); Companies — Statutory derivative action — Bringing statutory derivative action for permanent injunction with no good legal basis and with no credible evidence — Whether applicant honestly or reasonably believed that a good action exists — Section 216A(3)(b) Companies Act 1967 (2020 Rev Ed)