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

The court held that the 1st LOA was superseded by the Supersede Letter and the 2nd LOA is the operative contract giving A One Piling privity to sue Blue Seal; plaintiffs could not simultaneously allege they were induced by fraud to enter the LOAs and at the same time affirm the LOAs and sue for breach — fraud claims therefore failed; no sufficient evidence of fraudulent misrepresentation, conspiracy or dishonesty to lift the corporate veil; Blue Seal admitted panels were not Bomba Class 'O' and, together with the unchallenged expert and other evidence and defendants calling no evidence, breached the 2nd LOA; therefore only A One Piling succeeded on breach and was awarded rectification...

Citation
WA-22NCC-17-01/2021 (Mahkamah Tinggi)
Parties
Plaintiff (suit 17): TECH FOOD INGREDIENTS SDN BHD; Plaintiff (suit 17); Defendant (suit 518): A ONE PILING SDN BHD; Defendant (suit 17); Plaintiff (suit 518): BLUE SEAL (M) SDN BHD; Defendant (suit 17): LYE SAM YUT; Defendant (suit 17): CHEAH CHEE MENG; Defendant (suit 17): CHIA HEONG LIN; Defendant (suit 17): ONG KIM HAI; Defendant (suit 17): PANG KIM WAH; Defendant (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 Dispute Construction Contract, Tort and Company Law Claims / Post Trial Judgment (judgment Delivered)
Outcome
Judgment partially for Plaintiffs: A One Piling succeeds in breach of contract against Blue Seal under 2nd LOA; all other claims against the defendants dismissed; Truepro's counterclaim dismissed.
Legal Topics
Fraudulent Misrepresentation, Deceit, Negligence, Privity of Contract, Rescission Vs Affirmation of Contract, Lifting Corporate Veil, Adverse Inference for Silence/no Case to Answer, Expert Evidence and Admissibility, Calculation of Damages
Source Language
Malay/English
Contract Law Tort Law (negligence, Deceit) Company Law (lifting Corporate Veil) Evidence Law (no Case to Answer, Hearsay, Part A/b Documents) Construction Law Fraudulent Misrepresentation Deceit Negligence +6 more

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 6 Authorities cited 12 Party arguments 2 Amounts and remedies 6
Sign in to unlock

Parties

TECH FOOD INGREDIENTS SDN BHD

Plaintiff (suit 17)

A ONE PILING SDN BHD

Plaintiff (suit 17); Defendant (suit 518)

BLUE SEAL (M) SDN BHD

Defendant (suit 17); Plaintiff (suit 518)

LYE SAM YUT

Defendant (suit 17)

CHEAH CHEE MENG

Defendant (suit 17)

CHIA HEONG LIN

Defendant (suit 17)

ONG KIM HAI

Defendant (suit 17)

PANG KIM WAH

Defendant (suit 17)

TRUEPRO CONSULT SDN BHD

Defendant (suit 518)

Procedural Posture

Civil Commercial Dispute Construction Contract, Tort and Company Law Claims / Post Trial Judgment (judgment Delivered)

Legal Issues

  1. 1 Whether the 1st LOA remained enforceable or was superseded by the 2nd LOA and thus who had privity to sue Blue Seal
  2. 2 Whether Plaintiffs may maintain fraud/deceit claims while affirming the contract
  3. 3 Whether there was fraud, fraudulent misrepresentation or conspiracy justifying lifting the corporate veil

Ratio Decidendi

The court held that the 1st LOA was superseded by the Supersede Letter and the 2nd LOA is the operative contract giving A One Piling privity to sue Blue Seal; plaintiffs could not simultaneously allege they were induced by fraud to enter the LOAs and at the same time affirm the LOAs and sue for breach — fraud claims therefore failed; no sufficient evidence of fraudulent misrepresentation, conspiracy or dishonesty to lift the corporate veil; Blue Seal admitted panels were not Bomba Class 'O' and, together with the unchallenged expert and other evidence and defendants calling no evidence, breached the 2nd LOA; therefore only A One Piling succeeded on breach and was awarded rectification...

Court Disposition

Judgment partially for Plaintiffs: A One Piling succeeds in breach of contract against Blue Seal under 2nd LOA; all other claims against the defendants dismissed; Truepro's counterclaim dismissed.

Orders

  • Blue Seal to pay A One Piling special damages for rectification in the sum of 19498666.73 MYR
  • Blue Seal to refund A One Piling 98255.8 MYR (overpaid progress monies)