Parkway Hospitals Singapore Pte Ltd (trading as Mount Elizabeth Hospital) and Another v Sandar Aung

• Jurisdiction: Singapore
• Judge: Judith Prakash J
• Judgment Date: 07 November 2006
• Neutral Citation: [2006] SGHC 200
• Docket Number: Suit No 68 of 2006
• Date: 07 November 2006
• Published date: 08 November 2006
• Year: 2006
• Plaintiff Counsel: Lek Siang Pheng and Mar Seow Hwei (Rodyk & Davidson)
• Citation: [2006] SGHC 200
• Defendant Counsel: James Leslie Ponniah and Leong Sue Lynn (Wong & Lim)
• Court: High Court (Singapore)
• Subject Matter: Whether assignee can sue debtor in own name where notice of such assignment not given to debtor,Assignment,Final bill exceeding estimate greatly,Contractual terms,Hospital furnishing defendant with estimate of bill,Rules of construction,Contract,Capacity,Defendant contracting with hospital to pay all expenses incurred by defendant's mother's stay in hospital,Whether agreement including bill estimate such that defendant not liable to pay excess costs

7 November 2006

Judith Prakash J:

1 At the conclusion of the trial of this action, I gave judgment in favour of the plaintiffs for the sum of $320,083.77 together with interest at the rate of 6% per annum from the date of the writ and costs on the indemnity basis. The defendant has appealed.

Background

2 This action was commenced by the first plaintiff, Parkway Hospitals Singapore Pte Ltd (“Parkway”), to recover from the defendant, Ms Sandar Aung, a sum of $537,432.34 alleged to be due to Parkway in respect of medical facilities rendered to the defendant’s mother, one Daw Tin Nyunt (“Mdm Tin Nyunt”). The second plaintiff, Mount Elizabeth Medical Holdings Ltd (“MEM Holdings”), was added to the action at the close of the first plaintiff’s case.

3 In January 2004, MEM Holdings was running a private hospital in Singapore called Mount Elizabeth Hospital (“the hospital”). On 7 January 2004, Mdm Tin Nyunt was admitted to the hospital for the purpose of undergoing an angioplasty. Her daughter, the defendant, signed an agreement with MEM Holdings (“the Agreement”) agreeing to be liable to MEM Holdings for all expenses incurred by Mdm Tin Nyunt in the course of her stay in the hospital. At the time the Agreement was signed, it was anticipated that Mdm Tin Nyunt would be in the hospital for only two days and the defendant was informed that the estimated hospital charges were approximately $15,227.30. She was asked to pay a deposit of $10,000 towards these fees, which she duly did.

4 Unfortunately, something went wrong during the angioplasty procedure and, as a result, Mdm Tin Nyunt had to undergo urgent heart bypass surgery. Post-operatively, she developed other complications that included a minor stroke, infection, gangrene, bleeding into the gastro-intestinal tract and emotional changes. All this resulted in a lengthy stay in the hospital. Mdm Tin Nyunt was eventually discharged on 19 December 2004. On 29 December 2004, Parkway sent Mdm Tin Nyunt an invoice for the sum of $537,432.34 being the balance due after payments totalling $23,000 had been taken into account. Of the amount claimed, $128,728.50 was described as being doctors’ fees.

5 While Mdm Tin Nyunt was in the hospital, there had been a change in the management of the hospital. On 1 October 2004, pursuant to an internal restructuring of the group to which both plaintiffs belonged, the hospital business, assets and liabilities of MEM Holdings were transferred and assigned to Parkway. Thereafter, the hospital was operated by Parkway and MEM Holdings ceased to be involved in that business.

6 Mdm Tin Nyunt did not settle the invoice and this action was commenced against the defendant in February this year. The statement of claim was straightforward. It recited the Agreement, the medical services rendered to Mdm Tin Nyunt, the assignment of MEM Holdings’ business and assets to Parkway, the invoice and the failure by the defendant to pay the amount due despite demand having been made therefor.

7 The defendant denied liability on various grounds. It is not necessary to mention all of them as she elected not to give evidence at the end of the plaintiffs’ case and therefore did not put forward an affirmative case of her own. The pleaded contentions that the defendant relied on to defeat the plaintiffs’ claim therefore related to the way in which that claim was structured and the true meaning of the Agreement. In this connection, she contended that cl 1 of the Agreement expressly or impliedly provided that she would be liable to the hospital for all liabilities incurred by and on behalf of Mdm Tin Nyunt relating, and limited, to the provision of medical facilities for two days from 7 January 2004 for the angioplasty procedure and post-insertion care in the sum of $15,227.30. The scope and ambit of the Agreement was only to provide Mdm Tin Nyunt with three stents and medical facilities before and after the insertion of the stents for a period of two days. Accordingly, the defendant was not liable for facilities provided by the hospital over and beyond the scope and ambit of the Agreement. The plaintiffs’ claim for $537,432.34 for medical facilities was outside the contemplation of the Agreement and was not undertaken or provided for the defendant’s benefit or at her behest. As such, the plaintiffs’ claim, if any, should be directed to Mdm Tin Nyunt. A list of the ailments suffered by Mdm Tin Nyunt while she was in the hospital was set out. The defendant averred that she had not admitted Mdm Tin Nyunt to the hospital for any of those ailments nor had she agreed to be responsible for medical facilities provided for treatment of the same.

8 In respect of the plaintiffs’ claim for the professional charges of the doctors who attended to Mdm Tin Nyunt, the defendant contended that she did not engage these doctors and therefore was not liable for their fees. Alternatively, she said that the plaintiffs did not have the locus standi to make the claim for the professional fees of the doctors who provided services to Mdm Tin Nyunt. Further, the defendant pleaded that she had no knowledge of the assignment from MEM Holdings to Parkway and put the plaintiffs to strict proof of the same.

9 The issues that arose from the pleadings and from the defendant’s election not to offer any evidence were as follows:

(a) What was the effect of the assignment of the Agreement by MEM Holdings to Parkway and what rights against the defendant did Parkway obtain thereby?

(b) What, on the true construction of the Agreement, was the extent of the defendant’s liability in respect of Mdm Tin Nyunt’s stay in the hospital?

(c) Did the plaintiffs have any legal basis on which to claim the fees of the doctors who attended to Mdm Tin Nyunt?

The first issue – the enforceability of the assignment

10 As I have said, at the time the case commenced, there was only one plaintiff, Parkway. At the end of Parkway’s case, the defendant elected not to call any evidence. Her counsel, Mr James Ponniah, therefore commenced the closing submissions on her behalf. In relation to the issue of the assignment, he had two points. The first was that any amounts incurred in respect of hospital services rendered to Mdm Tin Nyunt from 2 October to 19 December 2004 could not have been assigned by MEM Holdings to Parkway and therefore Parkway was not entitled to sue the defendant for them since Parkway’s rights against the defendant arose solely by virtue of the assignment of the Agreement. As far as this point was concerned, there was little that Parkway could do to rebut it.

11 The pleadings relied on the assignment by MEM Holdings. That assignment was dated 1 October 2004 and by it, MEM Holdings conveyed and assigned all its rights, title and interest in and to the written contracts between itself and its patients in respect of the hospital and medical services provided by MEM Holdings. This assignment therefore covered the Agreement between the defendant and MEM Holdings. The rights that MEM Holdings had against the defendant under the Agreement arose through the undertaking signed by her therein that, in consideration of MEM Holdings admitting and/or rendering medical services to Mdm Tin Nyunt, she would be liable, together with Mdm Tin Nyunt, for all charges and expenses incurred by and on behalf of Mdm Tin Nyunt. The undertaking was given to MEM Holdings and thus applied to facilities provided by MEM Holdings to Mdm Tin Nyunt. What MEM Holdings assigned to Parkway was what MEM Holdings itself would be entitled to recover from the defendant for having provided services to Mdm Tin Nyunt. All services provided by MEM Holdings ceased on 1 October 2004. Thereafter, the services were provided by Parkway. Thus, the assignment only covered amounts that accrued before Parkway took over the operation of the hospital. Any amounts that Parkway itself incurred in providing services to Mdm Tin Nyunt after 1 October 2004 could only be recovered by Parkway from the defendant if she had contracted with Parkway to be responsible for such charges. There was no such contract.

12 The second point that Mr Ponniah took was a more technical one. He submitted that as neither Parkway nor MEM Holdings had given notice of the assignment to the defendant (a fact that was not disputed), Parkway was not entitled to sue her in its own name. In making the submission, Mr Ponniah relied on the established legal principle that, in order to transfer the legal right to a debt by an assignment, an absolute assignment must be executed and notice of this assignment must be given to the debtor. If no notice is given, then, whilst the assignment will be valid in equity between the assignor and the assignee, the debtor will not be bound and will be entitled to refuse to pay the debt except to the original creditor. For the assignee to sue the debtor to recover the debt, there must be a legal assignment. If the assignment is only equitable, as it will be if no notice is given, then the assignee cannot sue in his own name and the assignor must be made a co-plaintiff.

13 Mr Ponniah’s point was a valid one. Whilst Parkway’s counsel, Mr Lek Siang Pheng, did make some submissions in support of the course of action taken by his client, the next day he recognised its strength by applying to add MEM Holdings as the second plaintiff. I granted the application upon terms, although it was late, as from the beginning of the action it was clear that Parkway was suing as an assignee, and the problem was a technical one which could have easily been averted had notice of the assignment been given to the defendant before the commencement of the action or had MEM Holdings been made a co-plaintiff at the beginning. Neither course would have been difficult since MEM Holdings and Parkway were still part of the same group after the sale of the hospital business from one to the other. Once the amendment was effected, Mr Ponniah’s second objection no longer had any merit as...