1. ) TECH FOOD INGREDIENTS SDN BHD 2. ) A ONE PILING SDN BHD 1. ) BLUE SEAL (M) SDN BHD 2. ) Lye Sam Yut [Notis Pemberhentian Di Kandungan 24] 3. ) Cheah Chee Meng [Notis Pemberhentian Di Kandungan 24] 4. ) Chia Heong Lin [Notis Pemberhenti

1. ) TECH FOOD INGREDIENTS SDN BHD 2. ) A ONE PILING SDN BHD 1. ) BLUE SEAL (M) SDN BHD 2. ) Lye Sam Yut [Notis Pemberhentian Di Kandungan 24] 3. ) Cheah Chee Meng [Notis Pemberhentian Di Kandungan 24] 4. ) Chia Heong Lin [Notis Pemberhenti

A One Piling alone had standing to sue under the operative 2nd LOA; Blue Seal admitted supplying non-Class 'O' PU panels and the plant was unusable, constituting breach of the 2nd LOA. Plaintiffs' fraud/deceit claims were dismissed because plaintiffs had affirmed the contract rather than rescinding it and failed to prove pre-contract dishonesty with required particularity. Directors (2nd-5th) and the 6th Defendant were not held personally liable; corporate veil not lifted absent proven fraud. Evidence and expert testimony supported rectification costs and overpayment refund; defendants' election not to give evidence justified adverse inferences and left plaintiffs' proved case unopposed...

Citation
WA-22NCC-17-01/2021 (Mahkamah Tinggi)
Parties
1st Plaintiff: Tech Food Ingredients Sdn Bhd; 2nd Plaintiff / Main Contractor: A One Piling Sdn Bhd; 1st Defendant / Plaintiff (suit 518): Blue Seal (M) Sdn Bhd; 2nd Defendant (director): Lye Sam Yut; 3rd Defendant (director): Cheah Chee Meng; 4th Defendant (director): Chia Heong Lin; 5th Defendant (director): Ong Kim Hai; 6th Defendant (project Coordinator, Employee): Pang Kim Wah; Defendant / Counterclaimant (suit 518): Truepro Consult Sdn Bhd
Court
High Court
Jurisdiction
Malaysia
Judgment Date
28 March 2023
Case Number
WA-22NCC-17-01/2021 (Mahkamah Tinggi)
Procedural Posture
Civil Commercial Contract Dispute (construction) / Judgment (post Trial)
Outcome
Judgment in part for A One Piling against Blue Seal for breach of the 2nd LOA; all other claims against other defendants (fraud, deceit, negligence, fiduciary breach, veil lifting) dismissed; Truepro counterclaim dismissed.
Legal Topics
Breach of Contract, Fraudulent Misrepresentation and Deceit, Inducement, Privity of Contract, No Case to Answer / Adverse Inference, Quantum of Damages (rectification), Costs Allocation, Expert Evidence and Part A/b Bundles
Source Language
Malay/English
Contract Law Tort (negligence) Company Law (lifting Corporate Veil) Fraud and Misrepresentation Evidence Law Construction Law Breach of Contract Fraudulent Misrepresentation and Deceit +6 more

Case Brief

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Parties

Tech Food Ingredients Sdn Bhd

1st Plaintiff

A One Piling Sdn Bhd

2nd Plaintiff / Main Contractor

Blue Seal (M) Sdn Bhd

1st Defendant / Plaintiff (suit 518)

Lye Sam Yut

2nd Defendant (director)

Cheah Chee Meng

3rd Defendant (director)

Chia Heong Lin

4th Defendant (director)

Ong Kim Hai

5th Defendant (director)

Pang Kim Wah

6th Defendant (project Coordinator, Employee)

Truepro Consult Sdn Bhd

Defendant / Counterclaimant (suit 518)

Procedural Posture

Civil Commercial Contract Dispute (construction) / Judgment (post Trial)

Legal Issues

  1. 1 Whether Tech Food had privity to sue Blue Seal or only A One Piling could sue
  2. 2 Whether plaintiffs could maintain fraud/deceit claims while affirming the contract
  3. 3 Whether directors and employee could be held personally liable and corporate veil lifted

Ratio Decidendi

A One Piling alone had standing to sue under the operative 2nd LOA; Blue Seal admitted supplying non-Class 'O' PU panels and the plant was unusable, constituting breach of the 2nd LOA. Plaintiffs' fraud/deceit claims were dismissed because plaintiffs had affirmed the contract rather than rescinding it and failed to prove pre-contract dishonesty with required particularity. Directors (2nd-5th) and the 6th Defendant were not held personally liable; corporate veil not lifted absent proven fraud. Evidence and expert testimony supported rectification costs and overpayment refund; defendants' election not to give evidence justified adverse inferences and left plaintiffs' proved case unopposed...

Court Disposition

Judgment in part for A One Piling against Blue Seal for breach of the 2nd LOA; all other claims against other defendants (fraud, deceit, negligence, fiduciary breach, veil lifting) dismissed; Truepro counterclaim dismissed.

Orders

  • Declare the cGMP Processing Plant defective and unfit in respect of PU panels installed by Blue Seal (prayer 83.2)
  • Declare that Blue Seal breached the 2nd LOA as Nominated Sub-Contractor (prayer 83.4)