Longyuan-Arrk (Macao) Pte Ltd v Show and Tell Productions Pte Ltd and another suit

JurisdictionSingapore
JudgeBelinda Ang Saw Ean J
Judgment Date22 August 2013
Neutral Citation[2013] SGHC 160
CourtHigh Court (Singapore)
Docket NumberSuit Nos 81 and 592 of 2011
Year2013
Published date27 August 2013
Hearing Date05 December 2012,18 May 2012,06 December 2012,05 September 2012,28 December 2012,10 September 2012,31 October 2012,14 May 2012,04 September 2012,07 September 2012,11 September 2012,30 October 2012,16 May 2012,06 September 2012,15 May 2012,27 December 2012,17 May 2012,03 September 2012
Plaintiff CounselTimothy Ng and Kelvin Chia (Timothy Ng LLC)
Defendant CounselOh Kim Heoh Mimi (RHTLaw Taylor Wessing LLP) and Rajan s/o Sankaran Nair (Rajan Nair & Partners)
Subject MatterBuilding and Construction Law,Sub-Contracts,Tort,Defamation
Citation[2013] SGHC 160
Belinda Ang Saw Ean J: Overview

This is a dispute between the Plaintiff nominated sub-contractor and its sub-contractor, the Defendant, over the fabrication and installation of signage works for the Universal Studios project at Sentosa. In Suit No 81 of 2011 (“Suit 81”), the Plaintiff, Longyuan-Arrk (Macao) Pte Ltd, is suing the Defendant, Show and Tell Productions Pte Ltd, for breach of contract and defamation. In Suit No 592 of 2011 (“Suit 592”), the Defendant is suing the Plaintiff for the release of a retention sum. The parties have filed counterclaims against each other.

It is common ground between the parties that Resort World at Sentosa Pte Ltd (“RWS”) wanted the Universal Studios project to be completed and ready for opening on 14 February 2010, the first day of the Lunar New Year. Unsurprisingly, in the midst of the chaotic rush amongst all contractors to meet the deadline, short cuts were taken in the sense that some contractual terms were not observed.1 For instance, the standard written approvals for acceptance of fabricated signage were not obtained because of time constraints and, in the interest of expediency and practicality, the signage was installed first and defects, if any, rectified later.

The dispute here concerned, amongst other matters, some signs that did not adhere to contractual specification requiring steelwork for the contracted signage to be hot-dip galvanised (“Non-compliant Signs”). The Non-compliant Signs were installed in early January 2010. Although the Defendant had fabricated and installed as many as a few hundred signs for the Plaintiff, only 11 signs were allegedly non-compliant and they were subsequently replaced at the cost of $342,988.50.

The Plaintiff’s contention at trial was that it is entitled to deduct or set-off the replacement costs from the final payment owed to the Defendant. In response, the Defendant argued that the parties had signed a Statement of Final Account dated 28 September 2010 (“the SFA”) that settled all matters under the relevant contract and finalised the sum owed by the Plaintiff at $489,681.03 (“the Final Amount”). At the outset, the Plaintiff’s pleaded case was that the SFA was void for fraudulent misrepresentations made by the Defendant. However, on the first day of trial, the Plaintiff through its counsel informed the court that it was no longer disavowing the SFA, and that it would accept the Final Amount, subject to various set-offs and deductions.

Both actions were heard together over three tranches. The first tranche of five days was from 14 to 18 May 2012; the second tranche of seven days started on 3 September 2012 until 11 September 2012; and the third tranche was for two days from 30 to 31 October 2012.

Mr Kelvin Chia and Mr Timothy Ng represented the Plaintiff. Ms Mimi Oh and Mr Nair Rajan represented the Defendant.

Chronology of events leading to Suit 81

A proper understanding of this action and Suit 592 require the background facts of the main dispute to be set out in some detail. A chronological account of the relevant events is as follows.

RWS as employer appointed China Jingye Engineering Corporation Limited (Singapore Branch) (“CJY”) as its main contractor for the Universal Studios project at Sentosa.

The Plaintiff was a nominated subcontractor engaged by CJY for three sets of works: (a) the construction of the themed facade and area development works for the Hollywood, New York City, Sci-Fi City and Universal Globe zones; (b) interior fitting out work for F&B outlets and retail/merchandise outlets for the Hollywood zone; and (c) the design, fabrication and installation of signage for the zones identified in (a) and the area known as Entrance Plaza.

On 31 August 2009, the Plaintiff and Defendant signed the letter of award for the design, supply, fabrication and installation of signage at selected zones for a lump sum price of $2.5m (“the Sub-Contract”). Forming part of the Sub-Contract were drawings and specifications as well as some clauses from the main contract between CJY and RWS (“the Main Contract”).

Eventually, the contract price was $2.3m after deducting a sum of $200,000 for preliminary works already undertaken by the previous sub-contractor.

Clause 9 of the Sub-Contract stipulated that all materials and workmanship had to be of the kind and quality described in the Sub-Contract (inclusive of all relevant specifications under the Main Contract).2 It is common ground that the Main Contract specification required steelwork for the signage to be treated for rust using the hot-dip galvanisation method.3 The Defendant does not dispute that hot-dip galvanisation was within its scope of work under the Sub-Contract.

It is also not disputed that that the signs fabricated by PT Intermega (“Intermega”), the Indonesian company engaged by the Defendant, were not hot-dip galvanised (“the Galvanisation Issue”). According to the Defendant, Intermega did not have the capacity in its factory to hot-dip galvanise steel frames that spanned 2m or more in length. Intermega raised the Galvanisation Issue in an e-mail dated 7 November 2009 addressed to CJY and the Plaintiff (and later forwarded to the Defendant). On 28 November 2009, CJY’s project director, Peter Lim (“Peter”), replied to Intermega (with copies to the Plaintiff and later forwarded to the Defendant) stating that the Galvanisation Issue was a deviation from the contract specification, that CJY had no authority to accept the deviation, and that in order to obtain the approval of RWS’s consultants, the alternative anti-rust method had to be submitted to CJY by 1 December 2009.4 By 28 November 2009, the Intermega signs were fabricated and delivered to site at Sentosa.

The next day, on 2 December 2009, the Plaintiff’s project manager, Ivan Ho (“Ivan), wrote to the Defendant’s general manager, Jason Teo Kek Seng (“Jason”) in connection with the Galvanisation Issue as follows:5

Hi Jason,

I will like to inform you that [the Plaintiff] reserves the rights to reject any part of your signage that does not conform to specification as distributed. Pls revert with the appropriate specifications/method for your mild steel corrosion coating as such we could clear this matter.

Thank you.

Ivan.

Sometime between 2 and 3 December 2009, representatives from CJY, the Plaintiff and the Defendant met to discuss the Galvanisation Issue. During the meeting, Peter asked Jason to submit the specifications and method statement for the alternative anti-rust method for RWS’s approval.6

The Defendant agreed that it was asked by CJY and Ivan to submit an alternative anti-rust coating method for RWS’s approval.7 On 10 December 2009, Jason e-mailed Ivan (with copies to the Plaintiff’s commercial manager, CS Lim and the Plaintiff’s project director, Johnny Ong Geok Chye (“Johnny Ong”) the technical specifications and method statement for the alternative anti-rust treatment that involved coating the steel surfaces of the signs with a type of epoxy paint (“the Epoxy Anti-rust Method”).8 Jason wrote:9

Ivan finally we have gotten the translated technical spec and the method from our Indonesian factory. Attached plse find the technical spec and the method statement.

Please note what had transpired in our Indonesian factory during the process of manufacturing:

Reasons why anti-rust paint system was used for sign manufactured in Indonesia:

The Indonesian factory went ahead to purchase the mild steel hollow section in thinking that there will be large enough galvanising bed for the structure, however they could not find any that could take on the irregular size signs but had to use the more expensive method of using Zinc enrich paint system to coat the sign instead. This was witness by Mr Lui of CJY when he was posted to Indonesia and was brief by our factory partner Mr Danny Widjaya.

Other precaution taken to ensure that the steel will withstand the weather are:

1. The sign will be completely sealed from the ingress of water by sealing the perimeter edge with water repelling silicon.

2. All open ends of the mild steel structure seal off by welding with end mild steel end caps to prevent the ingress of water.

3. Regular checks to be conducted within the 16 month DLP to ensure that the anti rust system is working.

4. Show and Tell will provide a 5 years warranty for the anti rust of the signs done by our Indonesian factory.

We hope the above anti-rust measures will be sufficient to ensure that the anti rust paint system is compatible to the stipulated galvanising provided in our signs manufactured in Indonesia.

Warmest regards,

Jason

Ivan replied on the same day. His e-mail (with copies to CS Lim and Johnny Ong) reads as follows:10

Hi Jason,

We will forward them to CJY for submission, as spoken in our meeting, if they are not accept [sic] by RWS, you are to replace, dismantle & reinstall all the signage from Intermega (Indonesia) at your own cost.

Kindly issue these documents in your company letterhead or your supplier letterhead so that we could submit officially to CJY.

Thank You.

Ivan.

Between 24 and 30 December 2009, the Defendant’s staff e-mailed CS Lim some documents on the Epoxy Anti-rust Method for endorsement by the Professional Engineer including the specification and H52-33 paint system.11

Against the backdrop of these e-mail exchanges was a hive of activity amongst everyone involved in the project to meet the opening date of Universal Studios. As alluded to earlier, Toh Sze Chong, the architect from DP Architect Ltd (the Contract Administrator) explained that in the three months before the opening date on the first day of the Lunar New Year on 14 February 2010, short cuts were taken such as the omission to obtain written approvals for the acceptance of fabricated signage. The common expectation of everyone was for the signs to be installed first and defects, if any, rectified later.12 It is obvious that...

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5 cases
  • Ng Koon Yee Mickey v Mah Sau Cheong
    • United Kingdom
    • High Court
    • September 30, 2022
    ...leaving one single liability for the balance sum: Longyuan-Arrk (Macao) Pte Ltd v Show and Tell Productions Pte Ltd and another suit[2013] SGHC 160 at [66]. … 139 We agree with Ng that his counterclaim for RMB8m satisfied the requirement of being a sum that is capable of being ascertained w......
  • Ng Koon Yee Mickey v Mah Sau Cheong
    • Singapore
    • High Court Appellate Division (Singapore)
    • September 30, 2022
    ...leaving one single liability for the balance sum: Longyuan-Arrk (Macao) Pte Ltd v Show and Tell Productions Pte Ltd and another suit [2013] SGHC 160 at [66]. … We agree with Ng that his counterclaim for RMB 8m satisfied the requirement of being a sum that is capable of being ascertained wit......
  • Goh Guan Sin (by her litigation representative Chiam Yu Zhu) v Yeo Tseng Tsai and another
    • Singapore
    • High Court (Singapore)
    • November 27, 2019
    ...purport to give expert opinion. For instance, in Longyuan-Arrk (Macao) Pte Ltd v Show and Tell Productions Pte Ltd and another suit [2013] SGHC 160, a case cited by the Plaintiff, a production manager deposed that he had personally supervised the replacement of certain signs and that all of......
  • Vim Engineering Pte Ltd v Deluge Fire Protection (S.E.A.) Pte Ltd
    • Singapore
    • High Court Appellate Division (Singapore)
    • January 12, 2023
    ...the back-charges imposed on Vim (see, for example, Longyuan-Arrk (Macao) Pte Ltd v Show and Tell Productions Pte Ltd and another suit [2013] SGHC 160 at [104]). In this regard, we find the case of Impact Painting Ltd v. Man-Shield (Alta) Construction Inc [2018] AWLD 582 (“Impact Painting”) ......
  • Request a trial to view additional results
7 books & journal articles
  • Dispute resolution
    • United Kingdom
    • Construction Law. Volume III - Third Edition
    • April 13, 2020
    ...EWHC 1341 (TCC) at [561], per Jackson J (airmed [2007] EWCA 443); Longyuan-Arrk (Macao) Pte Ltd v Show and Tell Productions Pte Ltd [2013] SGHC 160 at [117], per Belinda Ang Saw Ean J. Compare Hurst Stores and Interiors Ltd v ML Europe Property Ltd [2004] BLR 249. 252 Chandler v Welland [19......
  • Security for performance
    • United Kingdom
    • Construction Law. Volume II - Third Edition
    • April 13, 2020
    ...Panatown Ltd (1992) 61 BLr 88 at 97, per Judge Bowsher QC. 15 See, eg, Longyuan-Arrk (Macao) Pte Ltd v Show and Tell Productions Pte Ltd [2013] SGhC 160 at [123], per Belinda ang Saw Ean J. 16 Henry Boot Building Ltd v he Croydon Hotel & Leisure Co Ltd (1985) 36 BLr 41 at 46, per Nourse LJ.......
  • The legal and commercial frameworks
    • United Kingdom
    • Construction Law. Volume I - Third Edition
    • April 13, 2020
    ...NSWCA 300; Beechwood Homes (NSW) Pty Ltd v Camenzuli [2010] NSWSC 521; Longyuan-Arrk (Macao) Pte Ltd v Show and Tell Productions Pte Ltd [2013] SGHC 160 at [124]–[158], per Belinda Ang Saw Ean J; Winmost Enterprises Ltd v Chinlink International Holdings Ltd [2014] HKCFI 605; Harmonious Blen......
  • Defects
    • United Kingdom
    • Construction Law. Volume II - Third Edition
    • April 13, 2020
    ...Industrial Park Pte Ltd [2004] SGHC 34 at [83], per Judith Prakash J; Longyuan-Arrk (Macao) Pte Ltd v Show and Tell Productions Pte Ltd [2013] SGHC 160 at [54], per Belinda Ang Saw Ean J; Millenia Pte Ltd v Dragages Singapore Pte Ltd [2018] SGHC 193 at [226], per Quentin Loh J. 4 Compare Ma......
  • Request a trial to view additional results

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