Lim Jee Tee and Another v Lim Yong Swan

• Jurisdiction: Singapore
• Judge: Goh Joon Seng J
• Judgment Date: 16 April 1992
• Neutral Citation: [1992] SGHC 97
• Court: High Court (Singapore)
• Published date: 20 September 2012
• Year: 1992
• Plaintiff Counsel: Cheong Yuen Hee
• Defendant Counsel: Joseph Ang (with Sharon Koh)
• Citation: [1992] SGHC 97

Judgment:

GROUNDS OF DECISION

By agreement dated 13 May 1981 ('the Agreement') the defendant agreed to sell and the plaintiffs agreed to purchase all that property being Lot 74-4 of Town Subdivision XVIII with the buildings thereon known as Nos 191 and 193 Serangoon Road, Singapore at the price of $2,324,140.00.

Special Condition A of the Agreement read: " The property is sold subject to the title being in order and also subject to the replies of the various

Government Departments to Legal Requisitions sent by the Purchasers' solicitors being satisfactory. In the event that the title is not in order or the replies of any Government Department and/or Authorities to such Legal Requisitions not being satisfactory, then and in any of such event, the purchasers shall be entitled to rescind this Agreement whereupon this Agreement shall become null and void and of no further effect whatsoever and the Vendor shall forthwith without demand refund to the Purchasers the deposit without any interest or deduction whatsoever and neither party hereto shall have any claim or demand against the other for costs, damages compensation or otherwise whatsoever in the matter. Each party hereto shall bear its own costs in the matter."

Special Condition B read:

" If any notice of intended acquisition or if an acquisition order is issued, made or served by the Government or other Competent Authority acquiring or intending to acquire the property or any part thereof before the date of completion, then in such an event, it shall be lawful for the Purchasers to withdraw from the said purchase and the Vendor shall forthwith refund to the Purchasers the deposit paid by the Purchasers to the Vendor hereunder free from all interest and thereupon this Agreement shall absolutely cease and be null and void and of no effect and neither party hereto shall have any claim whatsoever against the other for costs damages

compensation or otherwise whatsoever in the matter. Each party hereto shall bear its own costs in the matter."

The date of completion of the sale and purchase was ten (10) weeks from the date of the Agreement.

On or about 24 June 1981 the plaintiffs' solicitors received the reply to their requisitions from the Development Control Division ('DCD') of the Public Works Department ('PWD'). To the question 'Is the property affected by any approved road proposal?' the answer was '(i) Adopted Road Line (Master Plan); (ii) Approved by G in C 1918'. 'G in C' means Governor in Council.

On receipt of the said reply from DCD, the plaintiffs' solicitors wrote to the defendant's solicitors on 24 June 1981 as follows:

" The replies from the Development Control Division, PWD to our Legal Requisitions disclose that the above property is affected by adopted road line. A copy of the said replies is enclosed herewith, for your information. We are applying for an Interpretation Plan to ascertain to what extent the approved road proposal affects the property."

At the same time the plaintiffs' solicitors applied to the relevant authorities for the Interpretation Plan.

On 10 July 1981 the plaintiffs' solicitors by letter to the defendant's solicitors requested for the completion date to be extended to 31 August 1981 on the ground inter alia that the Interpretation Plan was awaited.

On 22 July 1981 the defendant 'agreed to extend the date of completion to the 31st August 1981' on condition that the 10% deposit held by the defendant's solicitors as stakeholders be released to the defendant immediately and a further 10% of the purchase price paid within two weeks from 22 July 1981. The conditions were accepted and complied with by the plaintiffs.

On 31 August 1981 i.e. on the extended completion date, the plaintiffs' solicitors wrote to the defendant's solicitors as follows:

" As you are aware, the reply to our legal requisition to the Development Control Division discloses that the property is affected by an approved road proposal. We have applied for and were informed that a road interpretation plan is not available. However based on the interpreta- tion plan furnished by you, the property is affected by the approved road proposal to an extent unacceptable to our clients.

Our clients have with the consent of your clients submitted plans for the proposed development of the property. The said plans were disapproved by the Competent Authority and our clients have just received Notice of Refusal of Written Permission on the ground that 'the subject site is affected by a public scheme'.

In accordance with our clients' rights under the Agreement, we are now instructed to and do hereby on their behalf give you notice that our clients will no longer proceed to complete the purchase and that this Agreement is hereby treated as null and void and of no further effect.

As our clients have previously paid the sum of $464,828.00 to account of the purchase price, our instructions are to and we do hereby demand for the refund of the said monies forthwith."

As no refund was made by the defendant, the plaintiffs on 30 July 1983 commenced proceedings for recovery of the sum of $464,828.00 and other reliefs. Paragraphs 3, 4 and 5 of the Statement of Claim read:

"3. It was an express condition of the Agreement that should any of the replies of the various Government Departments to legal requisitions submitted by the plaintiffs' solicitors prove not to be satisfactory to the plaintiffs, then the Agreement could be rescinded and all monies paid thereunder be returned to the plaintiffs without deduction therefrom. 4. On or about 30th June 1981 (sic) the plaintiffs' solicitors received a reply from the Public Works Department in response to their requisitions which revealed that the property was affected by a road widening scheme. The plaintiffs were entitled to consider whether the said reply was satisfactory up to the date of actual completion of the proposed sale and were entitled to consider the same in light of all the information available to them.

Before such completion the plaintiffs reached the conclusion that the aforesaid reply was not...