Rikvin Consultancy Pte Ltd v Pardeep Singh Boparai and another

• Jurisdiction: Singapore
• Judge: Choo Han Teck J
• Judgment Date: 05 July 2010
• Neutral Citation: [2010] SGHC 191
• Court: High Court (Singapore)
• Hearing Date: 19 April 2010,30 June 2010,24 May 2010,08 April 2010
• Docket Number: Suit No 224 of 2010 (Summons No 1440 and 1465 of 2010)
• Plaintiff Counsel: Vergis S Abraham, Clive Myint Soe and Vikna Rajah s/o Thambirajah (Drew & Napier LLC)
• Defendant Counsel: S Suressh and Sunil Nair (Harry Elias Partnership LLP)
• Subject Matter: Civil procedure
• Published date: 07 July 2010

Choo Han Teck J:

The applications by the parties related to an interim injunction against the defendants. For the reasons below, I allowed the defendants’ application to set aside the injunction order made pursuant to an ex parte application by the plaintiff.

The plaintiff Rikvin Consultancy and the second defendant Janus Corporate Solutions are competitors in the business of providing corporate secretarial services. The first defendant Pardeep Singh Bopari is a shareholder and director of Janus Corporate Solutions. On 10 March 2010, Rikvin’s Managing Director, Ms Ragini Dhanvantray, pleaded guilty to three charges under the Companies Act for authorizing the lodging of false information with the Accounting and Corporate Regulatory Authority (“ACRA”). Two similar charges were taken into consideration for the purposes of sentencing. Ragini was fined a total of $21,000. On 16 March 2010, ACRA issued a press release in respect of this matter. Around 1 April 2010, the defendants published the following (“the article”) on the website Guide Me Singapore:

Janus Offer to Rikvin Clients

On March 10, 2010 Ms Ragini Dhanvantray, the Managing Director of a Singapore based corporate services provided named Rikvin, pleaded guilty to charges arising out of multiple violations of the Companies Act of Singapore…

In the light of the above, if you are re-evaluating your relationship with Rikvin, we would like you to consider switching to Janus. Janus offers a complete range of company administration and compliance services through its experienced team and affordable fees. To assist clients who want to move away from Rikvin but may have some time remaining on their pre-paid services with Rikvin, Janus is making the following offer:

Janus will not charge you for any fees that you have pre-paid to RIkvin. The offer is subject to a maximum free period of 6 months.

Please fill out our online form if you are interested in transferring your relationship to Janus.

The defendants referred to Ragini’s conviction and made an offer to the customers of Rikvin who wished to have Janus take over the corporate services. Apart from the article, Pardeep Singh also admitted to issuing similar press releases on two other business websites (“the press releases”).

Rikvin therefore brought an action against the defendants. First, it argued that the defendants had knowledge of its contracts, and embarked on a targeted campaign to intentionally induce its existing clients to breach their contracts. Secondly, it alleged that the contents of the article or press releases were defamatory. It contended that the article and press releases were understood to mean that it had conducted its business in a way that was criminal or improper, and, as a consequence, its reputation has been or is likely to have been seriously damaged. Thirdly, it contended that the defendants engaged in unfair practices as defined in s 4(a) of the Consumer Protection (Fair Trading) Act (Cap 52A, 2009 Rev Ed), causing it to suffer loss and damage. Fourthly, it contended that the defendants deliberately used unlawful means to interfere with its trade or business interests. Therefore, it claimed for an injunction to permanently restrain the defendants from posting or publishing the article or any other similar article elsewhere.

The defendants denied the above allegations. First, they denied procuring breaches of contract by Rikvin’s customers, or using unlawful means to interfere with Rikvin’s trade or business interests. The defendants contended that the contracts in question provided for early termination. Secondly, the defendants denied that the article or press releases were defamatory. They contended that the natural and ordinary meaning of the article factually described Rikvin’s managing director having pleaded guilty to multiple violations of the Companies Act, and so, even if the words have a defamatory meaning and/or innuendo, they were true in substance and in fact, or were published on occasion of qualified privilege. Finally, they contended s 4(a) of the CPFTA did not apply because the contents of the article and press releases were true, and also because Rikvin was not a consumer as defined in the CPFTA.

On 1 April 2010, Rikvin applied before the AR, and was granted, an ex-parte application for the defendants to retract/remove the article and press releases, as well as be restrained from posting or publishing the article (“the interim injunction”). On 5 April 2010, the defendants applied to set aside the AR’s orders. I made no order as to the defendants’ application and proceeded to hear the plaintiff’s application as an inter partes hearing. The issue presently therefore related to whether the interim injunction order should be upheld or set aside.

The defendants contended that Rikvin deliberately misrepresented or omitted material facts. First, they pointed out that Rikvin did not show the contract which they alleged will be breached. Secondly, that Ragini erroneously stated in her affidavit filed pursuant to the ex parte application that Pardeep Singh was a former shareholder of Rikvin’s. (In fact, Pardeep Singh was a shareholder of Asiabiz Services Pte Ltd, which also provided corporate secretarial services, and which Ragini was a shareholder of. Rikvin alleged that it was partly through this arrangement that Pardeep Singh became familiar with Rikvin’s set up and standard agreements. Pardeep Singh had subsequently sold his share in Asiabiz to Ragini.) Thirdly, that Rikvin did not substantiate the causes of actions it relied on. Finally, that Rikvin did not disclose the loss which it was going to suffer if the injunction was not granted.

Rikvin contended that it had satisfied its duty in an application for an ex parte injunction to make full and frank disclosure of material facts. In the alternative, if there had been any material non-disclosure, a failure on its part was inadvertent due...