Myanma Yaung Chi Oo Company Ltd v Win Win Nu and Another

• Jurisdiction: Singapore
• Judgment Date: 06 June 2003
• Date: 06 June 2003
• Docket Number: Suit No 1357 of 2002 (Registrar's
• Court: High Court (Singapore)

Myanma Yaung Chi Oo Co Ltd

Plaintiff

and

Win Win Nu and another

Defendant

[2003] SGHC 124

Kan Ting Chiu J

Suit No 1357 of 2002 (Registrar's Appeal No 115 of 2003)

High Court

Arbitration–Confidentiality–Documents–Documents from arbitration proceedings used in court–Reasonable necessity exception–Whether leave of court necessary–Whether leave of court can be granted retrospectively–Arbitration–Confidentiality–Documents–Documents from arbitration proceedings used in court–Whether parties owe duty to maintain confidentiality of documents used in arbitration proceedings

The first defendant (“Win”) entered into a joint venture with Myanmar Foodstuff Industries (“MFI”), an organisation owned by the government of Myanmar, to set up a joint venture company, Myanma Yaung Chi Oo Co Ltd (“MYC”). Subsequently, MYC was wound up. The second defendant, Yaung Chi Oo Trading Pte Ltd (“Yaung”) commenced arbitration proceedings against the government of Myanmar. Then MYC and MFI sued Yaung in Myanmar. MYC also sued the defendants in Singapore. The defendants applied to strike out the action or in the alternative stay the action pending the arbitration. In their application, Win deposed affidavits in which she referred to the arbitration proceedings and exhibited documents from those proceedings. MYC objected to the disclosures and successfully applied to strike them out. On appeal by the defendants, the issue was whether parties in arbitration proceedings had a duty to maintain confidentiality of the documents and whether leave of court was needed to disclose such documents and if so, whether it could be granted retrospectively.

Held, dismissing the appeal:

(1) There was an implied obligation on a party obtaining documents not to disclose them or use them for any purpose other than the dispute in which they were obtained: at [9] and [17].

(2) Disclosure could occur with the consent of the other party or by order or leave of the court, where it was reasonably necessary or where it was in the interests of justice: at [9].

(3) The reasonable necessity exception was founded on an implied agreement that the duty of confidentiality would be lifted when it was reasonably necessary to disclose. Where the exception applied, leave of court would not be necessary before disclosure could be made: at [19].

(4) At the time of application, the disclosure of the arbitration pleadings and documents were reasonably necessary as it was required to support the defendant's case that the plaintiff's suit was vexatious and an abuse of court: at [23].

(5) By the time of the appeal, the arbitration tribunal had held that it had no jurisdiction to hear the matter thereby ending the arbitration proceedings. Hence it was no longer reasonably necessary for any disclosure to be made: at [24] to [25].

Ali Shipping Corporation v Shipyard Trogir [1999] 1 WLR 314 (folld)

Dolling-Baker v Merrett [1990] 1 WLR 1205 (refd)

Esso Australia Resources Ltd v Plowman (1995) 128 ALR 391 (not folld)

Hassneh Insurance Co of Israel v Steuart J Mew [1993] 2 Lloyd's Rep 243 (refd)

Anjali Iyer, Ow Kim Kit and Mohan Das (Haq & Selvam) for the plaintiffs

Chelva R Rajah SC, Burton Chen, MK Eusuff Ali and Christine Lee (Tan Rajah & Cheah) for the defendants.

Judgment reserved.

Kan Ting Chiu J

1 The parties in this action are involved in legal proceedings in Singapore and in Myanmar.

2 The proceedings arose out of a joint venture between the first defendant and Myanmar Foodstuff Industries (“MFI”), an organisation under the control of the government of Myanmar, and the establishment of a joint venture company, the plaintiff. The company started off well, but disagreements between joint venture parties eventually led to the winding up of the company.

3 The second defendant commenced arbitration proceedings against the government of Myanmar, under the Agreement for the Promotion and Protection of Investments between member governments of the Association of South East Asian Nations, on the ground that the government wrongfully expropriated its investment in the plaintiff company.

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