Re Job Associates (Pte) Ltd (under judicial management)

• Jurisdiction: Singapore
• Judge: Goh Phai Cheng JC
• Judgment Date: 25 February 1992
• Neutral Citation: [1992] SGHC 39
• Docket Number: Originating Petition No 96 of 1990
• Date: 25 February 1992
• Published date: 19 September 2003
• Year: 1992
• Plaintiff Counsel: Winston Chew Choon Teck (Assistant Official Receiver)
• Citation: [1992] SGHC 39
• Defendant Counsel: Alan Wong Hoi Ping (William Lai & Alan Wong)
• Court: High Court (Singapore)
• Subject Matter: Receiver and manager,Companies,Judicial management order,Notice inviting proof of debt not sent to Official Receiver or to registered address of creditor company but to address as recorded in company's books,Whether valid,Proof of debt,Priority,Late submission of proof of debt,Companies Act (Cap 50, 1990 Ed) ss 227B(1), 227K(1) & 227M,Debtor company under judicial management,regs 60, 76 & 78 Companies Regulations 1987,Creditor company wound up,Rejection by judicial manager,Official Receiver appointed as liquidator,Debt and Recovery,order

Cur Adv Vult

: This is an application made under reg 78 of the Companies Regulations 1987 (Gazette Notificiation No 138 of 1987) by way of a motion before this court by the Official Receiver (the applicant) who was appointed as the liquidator for Messrs Henley Electrical Engineering Pte Ltd (a company in liquidation), a creditor of Job Associates (Pte) Ltd (J Ltd), which is a company under judicial management, for the following orders:

(a) that the decision of the respondent, Mr Chan Ket Teck, who is one of the three judicial managers of J Ltd, in rejecting the proof of debt of Messrs Henley Electrical Engineering Pte Ltd (H Ltd) for the sum of $61,044.70 be reversed or varied, and the said proof of debt may be admitted in full;

(b) costs of this application; and

(c) such further or other relief as this court sees fit.

The facts which are not in dispute and which appear in the affidavits filed on 22 June 1991 and 27 July 1991 by Mr Winston Chew Choon Teck, the Assistant Official Receiver, and in the affidavit filed by Mr Chan Ket Teck, one of the judicial managers of the company, on 10 July 1991 are briefly as follows.

H Ltd was ordered to be wound up by an order of court dated 28 November 1986 in Companies Winding-Up Petition No 583 of 1986 and the Official Receiver was appointed the liquidator of the company. In the statement of affairs of H Ltd filed on 13 January 1987 by one Mr Ho Jui Sen, a former director of H Ltd, it was disclosed that a sum of $61,044.70 was owing by J Ltd to the company.

On 20 January 1987 the Official Receiver wrote to J Ltd, informing them that a winding-up order was made in respect of H Ltd on 28 November 1986 and that he has been appointed as the liquidator of the company. The Official Receiver asked whether J Ltd disputed the sum of $61,044.70 which, according to the statement of affairs filed with the Official Receiver, was an amount owing by J Ltd to H Ltd. The claim was disputed by J Ltd. There was an exchange of correspondence between the Official Receiver and Messrs Richard Ang & Co who were then the solicitors for J Ltd.

It appears from the correspondence exchanged between the Official Receiver and Messrs Richard Ang & Co that the said sum of $61,044.70 is an amount which H Ltd alleged was due to them for work done by H Ltd, as the sub-contractors of J Ltd for a building project owned by Data General Hongkong Ltd (`Data General`). J Ltd were the main contractors for the said building project and there was no direct contractual relationship between Data General and H Ltd.

By a letter dated 4 May 1987 to the Official Receiver, Messrs Richard Ang & Co stated:

Dear Sir

Re: Henley Electrical Engineering Pte Ltd

Please refer to your letter dated 28 April 1987.

A sum of $41,124.70 is being held as retention sum by Data General of 149A Gul Circle Singapore 2262.

The claim of $15,660 under 1705/378/85, 2805/392/85 and 0806/404/85 was not approved.

Yours faithfully

Signed:

Richard Ang & Co.

It appears to me that Messrs Richard Ang, who were acting on behalf of J Ltd, had admitted that a sum of $41,124.70 was due and owing to H Ltd but payment of the said sum was not due to be paid to H Ltd until Data General had released moneys due to J Ltd which were being held back by Data General as retention moneys. However, Messrs Richard Ang & Co subsequently wrote on 12 November 1987, stating that their clients did not owe H Ltd the sum of $61,044.70 or at all. I find this stand inconsistent with the stand that was taken by Messrs Richard Ang & Co in their earlier letter dated 14 May 1987. Thereafter, there was no correspondence between the Official Receiver and J Ltds solicitors.

On 12 April 1991 the Official Assignee wrote directly to J Ltd to inquire about the payment due to H Ltd. The Official Receiver received a letter dated 23 April 1991 from one of the judicial managers of J Ltd which reads:

Dear Sir

Henley Electrical Engineering Pte Ltd (in compulsory liquidation)

We refer to your letter of 12 April 1991.

Please be advised that the company [J Ltd] was placed under judicial management by an order of [the] High Court on 5 October 1990 and the undersigned [was] appointed one of the judicial managers. Under the circumstances, please forward your Form 77 for our adjudication.

Yours truly

for and on behalf of

Job Associates (Pte) Ltd

(under judicial management)

Signed:

Chan Ket Teck

Judicial Manager

In response to the said letter dated 23 April 1991 from the judicial manager of J Ltd, the Official Receiver filed on behalf of H Ltd a proof of debt dated 3 May 1991 (in Form 77) with the supporting documents on 7 May 1991.

By a letter dated 17 May 1991, the judicial manager forwarded to the Official Receiver a notice of rejection of proof of debt (in Form 63V). The ground given by the judicial manager in the said form for rejecting the proof of debt was that the claim was submitted after the expiry of the last day set for receiving proofs`.

After the judicial managers of J Ltd were appointed by the court, they sent notices on 28 December 1990 to all the creditors according to the addresses of the creditors recorded in the books of J Ltd by mail, inviting those creditors...