Mycitydeal Ltd (trading as Groupon UK) and others v Villas International Property Pte Ltd and others

• Jurisdiction: Singapore
• Judge: Choo Han Teck J
• Judgment Date: 21 April 2014
• Neutral Citation: [2014] SGHC 81
• Court: High Court (Singapore)
• Docket Number: Suit No 281 of 2012 (Registrar’s Appeal No 77 of 2014)
• Year: 2014
• Published date: 22 April 2014
• Hearing Date: 07 April 2014
• Plaintiff Counsel: Navinder Singh (Navin & Co LLP)
• Defendant Counsel: Nazirah K Din and Rasanathan s/o Sothynathan (Colin Ng & Partners LLP)
• Subject Matter: Civil Procedure,Interim orders,Security for costs
• Citation: [2014] SGHC 81

Choo Han Teck J:

This is an appeal against the assistant registrar’s decision to dismiss the plaintiffs’ application for security for costs, in the sum of $100,000, against the defendants.

In Summons No 812 of 2014, the plaintiffs applied for security for costs against the defendants, by virtue of s 388 of the Companies Act (Cap 50, 2006 Rev Ed) and Order 23 of the Rules of Court (Cap 322, R 5, 2006 Rev Ed). They seemed to proceed on both s 388 and O 23, presumably in the alternative. On 26 February 2014, before the assistant registrar, Ms Una Khng (“AR Khng”), counsel for the plaintiffs clarified that the security for costs application was against only the first defendant. AR Khng dismissed the plaintiffs’ application, and fixed costs at $2,200, to be paid by the plaintiffs to the defendants. The plaintiffs appealed to this court, seeking that AR Khng’s decision be wholly reversed, and that the plaintiffs be granted security for costs pursuant to their application in Summons No 812 of 2014.

The plaintiffs in this case are Groupon entities in various parts of the world. Groupon is a deal-of-the-day website that connects merchants and consumers by offering goods and services at discounted prices. The consumers usually purchase “coupons” through the respective website of each plaintiff, and subsequently redeem them from the merchants. The defendants are one of the merchants that deal with the plaintiffs. The third and fourth defendants are the shareholders and directors of the first defendant. They are in the business of promoting vacation packages in Thailand and Indonesia.

The first and second defendants entered into agreements with various properties in Thailand and Indonesia to promote vacation packages. They subsequently approached the plaintiffs to promote and sell these vacation packages online. The mechanism of the arrangement is as follows: first, the consumer purchases a coupon for a vacation package via one of the plaintiffs’ websites; second, the respective plaintiff sends an e-mail to the consumer, attaching a copy of the coupon as evidence of the consumer’s purchase; third, the consumer then contacts the defendants directly to book his or her vacation package, by citing a code that is contained in the coupon received via e-mail; and fourth, once the consumer’s booking has been confirmed, the coupon is deemed to have been validly redeemed. The defendants would then log in to the corresponding plaintiff’s “Partner Portal” to input details of the coupons redeemed. At this point, pursuant to the agreement entered into between each of the plaintiffs and the defendants, the corresponding plaintiff will be required to make payment to the defendant within seven to ten working days.

Parties first appeared before the High Court as a result of the plaintiffs’ suit against the defendants. The plaintiffs filed their writ of summons on 5 April 2012. One of their allegations was that the defendants had breached their agreement with each of the plaintiffs, as evinced by several customers having failed to secure their vacation packages through the defendants (the plaintiffs alleged 1998 coupons were sold, of which 743 were refunded). They also alleged conspiracy and fraud on the part of the defendants. The plaintiffs subsequently applied for, and were granted (on 10 April 2012), a mareva injunction against the defendants, which prohibited the latter from disposing of assets up to the value of $2,000,000. This injunction was discharged on 20 May 2013. On 21 June 2012, the defendants filed their defence. They amended it on 24 October 2012 and included a counterclaim, in which the first defendant argued the various plaintiffs owed it a total sum of $290,552.86 (which was the amount due after the defendants had input details of the coupons redeemed on each of the plaintiffs’ “Partner Portal”).

On 14 March 2013, assistant registrar Teo Guan Kee (“AR Teo”) allowed the defendants’ application for security for costs against the plaintiffs, for the amount of $50,000. The plaintiffs were to furnish the security within 14 days. On 22 May 2013, parties appeared before senior assistant registrar Cornie Ng Teng Teng (“AR Ng”). At that point, the plaintiffs had yet to furnish the security. AR Ng mentioned she was inclined to strike out the matter, at which point the plaintiffs requested two weeks to furnish the security. AR Ng ordered that unless the security was furnished by 5 June 2013 at 4pm, the plaintiffs’ statement of claim would be struck out and the...