Ho Miaw Ling v Singapore Island Country Club

• Jurisdiction: Singapore
• Judgment Date: 31 March 1997
• Date: 31 March 1997
• Docket Number: Suit No 990 of 1995
• Court: High Court (Singapore)

Ho Miaw Ling

Plaintiff

and

Singapore Island Country Club

Defendant

[1997] SGHC 78

Chao Hick Tin J

Suit No 990 of 1995

High Court

Unincorporated Associations and Trade Unions–Friendly societies–Membership–Whether club might terminate membership for non-payment of liabilities–Whether requisite notices had been given to member–Unincorporated Associations and Trade Unions–Friendly societies–Membership–Whether member's name could be deleted from register of members–Whether deletion of name from register of members act of forfeiture–Whether to grant relief against forfeiture

The defendant club (“the Club”) sent letters to the plaintiff member (“the Member”) on 28 June 1989 and 3 August 1989 requesting the payment of outstanding liabilities and informing her that she would be deleted from the Club's register of members.

Under the Club's rules, the Club was required to send two notices to the Member before action could be taken to delete her name from the register. The Member contended that: (a) the requisite notices had not been served; (b) the notices purportedly sent were invalid as they were signed by the acting general manager/secretary of the Club instead of the general manager/secretary as provided under the rules; and (c) even if the Club's General Committee had acted properly, the court should still grant relief against forfeiture.

She thus sought a declaration that the deletion of her name from the register was null and void and an order that her name be reinstated.

Held, allowing the plaintiff's claim:

(1) The giving of notice required actual communication to bring the matter to a person's knowledge or attention. Having regard to Club's rules as a whole, notice meant effective notice: at [20] and [34].

(2) The burden was on the Club to show that the Member was given the requisite notice, but on the evidence, the Club had failed to discharge this burden: at [27].

(3) The rules of a club were contractual terms. Generally, rules should be construed to give business efficacy so long as in so construing a rule, it would not have contravened the essential considerations of fairness and natural justice: at [42].

(4) The requirement that notices be given by the general manager/secretary was to ensure that the notice was given by the most senior person familiar with or responsible for the Member's financial affairs. It must have been within the contemplation of the members when they adopted the rule that such a person would have included a person who acted or exercised the functions of those positions. The decision of the Committee to appoint an acting general manager/secretary was valid, as were the notices he issued and signed: at [43].

(5) Deleting a person's name from the register of members of a club was effectively an act of forfeiture as it resulted in the forfeiture and deprivation of valuable property. If the Club had proven that the Member had received the requisite two notices, relief against forfeiture would not have been granted as the deletion of her name from the register was brought about by her own default. It was not for the court to substitute its views for those of the Club's members: at [50] and [51].

Amanah Merchant Bank Bhd v Lim Tow Choon [1994] 1 MLJ 413 (refd)

Burnley Nelson Rossendale and District Textile Workers' Union v Amalgamated Textile Workers' Union [1986] 1 All ER 885 (refd)

Central Provident Fund Board v Ho Bock Kee [1981-1982] SLR (R) 84; [1980-1981] SLR 180 (distd)

Holwell Securities Ltd v Hughes [1974] 1 WLR 155; [1974] 1 All ER 161 (refd)

Lee Seng Choon Ronnie v Singapore Island Country Club [1993] 1 SLR (R) 557; [1993] 2 SLR 456 (folld)

Shiloh Spinners Ltd v Harding [1973] AC 691 (refd)

Tan Kia Poh v Hong Leong Finance Ltd [1993] 3 SLR (R) 429; [1994] 1 SLR 270 (folld)

Evidence Act (Cap 97, 1990 Rev Ed) s 116 illus (f)

Interpretation Act (Cap 1, 1985 Rev Ed) ss 2 (4), 27 (2)

Societies Act (Cap 311, 1985 Rev Ed)

L D Dason (Steven Lee, Dason & Partners) for the plaintiff

Tan Chuan Thye (Allen & Gledhill) for the defendant.

Judgment reserved.

Chao Hick Tin J

1 This is an action by the plaintiff seeking reinstatement of her name onto the roll of members of the Singapore Island Country Club (“the Club”), a club registered under the Societies Act.

2 The plaintiff became a member of the Club in 1980. On 28 June 1989 the administration manager of the Club wrote to the plaintiff at 5 Parkstone Road, Singapore 1542 and sent by AR Registered post informing her that “the General Committee at its meeting on 13 June 1989 decided to delete [her name] from the Register of Members under Rule 47 of the Club”. The letter was returned undelivered by the postal authorities to the Club.

3 On 3 August 1989 the Club sent another letter to the plaintiff, enclosing the earlier letter of 28 June 1989, addressed to her at 24 Liu Fang Road. This was received by the plaintiff. By this letter of 3 August 1989 the plaintiff was also requested to pay up the outstanding liabilities due to the Club of $2,452,05.

4 On 12 August 1989 the plaintiff replied and made the point that all along all correspondence and statements from the Club had been sent to 24 Liu Fang Road, which was her correspondence address. She said she no longer resided at 5 Parkstone Road since February 1989. She also forwarded a cheque for $2,452.05 in payment of the outstanding and asked that her name be restored onto the members' roll.

5 However, on a meeting on 11 September 1989 the Committee rejected her request for her name to be restored and she was advised accordingly. On 7 October 1989 the plaintiff responded to say that she had not received any notification to pay up the outstanding sums due to the Club. On 14 November 1989 this plea was rejected by the Committee.

Relevant rules

6 The Committee of the Club acted under Rule 47 of its rules to delete the plaintiff's name from the register. I think it is necessary for me to set out the entire rule:

1. (a) The account of each member of the Club shall be kept as directed by the Committee.

2. (b) Each member shall deposit with the Club $300.00 as security for the payment of all moneys due under his account with the Club. Each member shall keep his account in credit and for the purpose of construing whether the member's account is in credit, any deposit made by the member and held by the Club as such security shall not be taken into reckoning.

3. (c) Should any member's account not be in credit, the Committee after due notification has been given, withdraw the privileges of the Club until credit has been established.

4. (d) No member who has been notified that his account is in debit can enter for or take part in any Club competition or in any Inter-Club match or vote at any meeting so long as his account is in debit.

5. (e) If any member fails to place his account in credit within seven days after notice from the Secretary or the Honorary Treasurer, the Secretary or Honorary Treasurer shall give him a notice stating that unless his account be placed in credit within a further period of seven days, his name will be posted on the Club's Notice Boards as a Defaulter.

6. (f) If the member fails to place his account in credit after his name has been so posted as a Defaulter, the Committee shall delete his name from the Register of Members and he shall thereupon cease to be a member but without prejudice to the right of the Club to recover all moneys due by him to the Club.

7 The Club also relied upon Rule 49 (b) to aver that the plaintiff had received the notices required to be served on her under Rule 47 (e). Rule 49 (b) reads:

A notice to any member sent by post to his/her mailing address on the Register of Members shall be deemed to have been duly delivered on the day following the date of posting.

8 It should be noted that the Court of Appeal in Lee Seng Choon Ronnie v Singapore Island Country Club [1993] 1 SLR (R) 557 had decided that under rule 47 (e) two notices must be given to the member before action may be taken to delete the member's name from the register. In that case the Court of Appeal also stated that a strict construction of the rule ought to be adopted.

Evidence

9 There is evidence before the court that on 6 October 1988 (“AB62”) the plaintiff notified the Club in writing that her office address was 24 Liu Fang Road, Jurong Industrial Estate and that her residential address was 5 Parkstone Road. In fact from September 1988 the...