Tan Yeow Khoon and Another v The Law Society of Singapore

• Jurisdiction: Singapore
• Judge: S Rajendran J
• Judgment Date: 07 June 2001
• Neutral Citation: [2001] SGHC 129
• Docket Number: Originating Summons No 879 of 2000
• Date: 07 June 2001
• Year: 2001
• Published date: 19 September 2003
• Plaintiff Counsel: Edmond Pereira And Wee Egk Chong (Edmond Pereira & Partners)
• Citation: [2001] SGHC 129
• Defendant Counsel: Daniel John (John Tan & Chan)
• Court: High Court (Singapore)
• Subject Matter: Application by complainants for order that respondents apply to Chief Justice for appointment of a disciplinary committee,Whether findings of Inquiry Committee in error,Duties,Client,Respondents accepting recommendation,Complaint about misleading the court,Legal Profession,Professional conduct,Complaint against advocate and solicitor,Recommendation by Inquiry Committee to dismiss complaint,Whether complainant has right of hearing at Inquiry Committee's proceedings,Duty of solicitor to client when arguing case,s 96(1) Legal Profession Act (Cap 161, 2000 Ed)

: This was an application by Tan Yeow Khoon (`TYK`) and Tan Yeow Lam (`TYL`) - referred to together as `the complainants` - under s 96(1) of the Legal Profession Act (Cap 161, 2000 Ed), for an order directing the Law Society of Singapore to apply to the Chief Justice for the appointment of a disciplinary committee to hear various charges of misconduct against Anthony Lee, a practicing advocate and solicitor. I heard and dismissed the application. The complainants have appealed against that decision and I now set out my grounds.

On 17 and 24 November 1995, the complainants and their two siblings Tan Yeow Tat (`TYT`) and Tan Guek Tin (`TGT`) - referred to together as `the Yeow Tat faction` - met in order to resolve differences that had arisen between them in the running of three family companies in which they were shareholders. Present at these meetings were their respective solicitors, namely:

(1) Mr Lee Mun Hooi (Lee Bon Leong & Co) acting for TYK (complainant).

(2) Mr Michael Khoo SC (Michael Khoo & Partners) acting for TYL (complainant).

(3) Mr Anthony Lee (Bih Li & Lee) acting for TYT (`Yeow Tat faction`).

(4) Mr Lee Chau Ee (Drew & Napier) acting for TGT (`Yeow Tat faction`).

Following these meetings, Anthony Lee wrote a letter (`TYK-5`) dated 28 November 1995 to all parties confirming that at those meetings the parties `as a step towards achieving a comprehensive settlement of their disputes`, had agreed that the Yeow Tat faction shall sell their interest in the three family companies to the complainants. The letter stated that the purchase price was to be based on the audited book value of the companies as at 31 October 1995 but subject to certain adjustments. One of the adjustments to be made was to the market value of four immovable properties owned by the said companies. The letter went on to state that the Yeow Tat faction would appoint Knight Frank and the complainants would appoint Richard Ellis to value the said properties and that the average of the two valuations would be taken as the value of the said properties.

The letter stated that the mechanism as to how the other adjustments were to be made were to be discussed at a further meeting fixed for 7 December 1995. A further meeting was held as scheduled and details in respect of the other adjustments were discussed. In respect of the valuations of the said properties, it was recorded in the minutes (`TYK-31`) of that meeting that:

10. Mr Anthony Lee shall instruct Knight Frank to obtain information for the valuation of the Company`s immovable properties from Richard Ellis.

Letters from Lee Bon Leong & Co (acting for TYK - one of the complainants) to Bih Li & Lee between January and March 1996 advert to the fact that TYT and his valuers had, on several occasions, visited the several sites with a view to assessing the value. In those letters, Lee Bon Leong & Co requested that they be given a copy of the valuation report. Bih Li & Lee responded on 14 March 1996 that they `still do not have a copy of the same`.

On 5 June 1996, Michael Khoo & Partners (acting for TYL - the other complainant) wrote to Bih Li & Lee as follows:

In order that all the terms of the agreement may be fully implemented, please let us know if your clients have obtained a valuation of the immovable properties from Knight Frank as agreed, and if so, please let us know when your clients are prepared to exchange Knight Frank`s valuation reports with our clients` valuation reports from Richard Ellis.

On 10 June 1996, Michael Khoo & Partners again wrote to Bih Li & Lee and gave notice that unless they received a satisfactory response from Bih Li & Lee by 4pm on 12 June 1996, they had instructions to commence legal proceedings to enforce the agreement reached between the parties for the sale and purchase of the shares in the family companies. There was no response from Bih Li & Lee to these letters.

On 26 July 1996, two separate originating summonses (Nos 739 and 740 of 1996) were instituted by the complainants against the Yeow Tat faction in which the complainants sought specific performance of the terms of the agreement contained in Bih Li & Lee`s letter of 28 November 1995. The Yeow Tat faction resisted the applications on the ground that the letter did not constitute a binding agreement and that no settlement agreement had been reached between the parties.

In support of the application for specific performance, TYK, in para 46 of his affidavit filed on 26 July 1996 (first affidavit) raised various points amongst which was the following:

(d) I also verily believe that the Defendants have also either by themselves or through their lawyers, instructed Knight Frank to start work on the valuation of the immovable properties. I have been informed by the valuers at Richard Ellis that they had met the representatives from Knight Frank so that Knight Frank can collect (and they did collect) all the documents of title and plans to do the valuation.

And in another affidavit (second affidavit) filed on 11 December 1996, at para 27(c), TYK alleged:

there was a binding settlement reached and some of the terms that were agreed were in fact subsequently performed which are set out in paragraph 46 of my earlier affidavit filed on the 26th July 1996.

In response to these affidavits, TYT, on 11 December 1996, filed an affidavit in which (at para 18) he stated:

Paragraph 27 of TYK`s second affidavit is wholly denied. I reiterate that there was no binding agreement concluded between the parties as stated in my first affidavit.

The hearing of these originating summonses took place before MPH Rubin J over nine days, stretching from August 1997 to April 1998. The issue before Rubin J was whether the terms contained in Bih Li & Lee`s letter of 28 November 1995 reflected a binding agreement between the parties. The issue whether there was part-performance of any of those terms was obviously of concern in that hearing. It is relevant in that context to note the following passage in Lee Mun Hooi`s opening statement before Rubin J:

The plaintiff engaged Richard Ellis to do a valuation. The defendants` valuer Knight Frank, then contacted Richard Ellis to collect the necessary documents and title deeds to do the valuation. This again is not in dispute. [Emphasis is added.]

Anthony Lee did not challenge this statement. That statement clearly implied that the parties were agreed that the Yeow Tat faction had appointed Knight Frank to do the required valuation.

Michael Khoo SC, however, was apparently not aware that there was no dispute between the parties that Knight Frank had been appointed. This is reflected in Michael Khoo SC`s opening statement where he said:

The Defendants have refused to perform their obligations under the agreement, particularly to appoint their own valuer, despite repeated demands by the plaintiffs ...

It is relevant to note that in a subsequent letter dated 11 March 1998 (`TYK-30`), Michael Khoo SC, on behalf of his client, acknowledged that Knight Frank had, in December 1995, obtained the relevant documents from Richard Ellis to carry out the required valuation.

Rubin J held, on 21 February 1998, that the terms embodied and evidenced in the letter of 28 November 1995 constituted a valid and binding agreement between the parties and ordered that the said terms be specifically performed. To enable the parties to carry out that order he gave certain directions amongst which was a direction that the Yeow Tat faction and the complainants were, by 28 February 1998, to appoint Knight Frank and Richard Ellis respectively to value the said properties and their reports were to be completed by 31 March 1998.

On 23 April 1998, Bih Li & Lee sent to Michael Khoo & Partners a copy each of the valuation reports of Knight Frank for the four immovable properties. On perusing these reports, the complainants noticed that the dates on the forwarding letters to Bih Li & Lee, as enclosed in the reports, were: 8 January 1996 for one property; 12 January 1996 for two properties and 24 July 1996 for the fourth property. These dates suggested that, contrary to what Bih Li & Lee had told Lee Bon Leong & Co on 14 March 1996 (namely, that they still did not have a copy of the valuation report - see [para ]4 above), three of the valuation reports had in fact been with Bih Li & Lee since January 1996.

In addition, the complainants discovered, in the course of a (related) suit that they had instituted against Knight Frank, that Bih Li & Lee had written to Knight Frank on 14 December 1995 (`TYK-28`) in which they had informed Knight Frank that: TYT had entered into an agreement with the majority shareholder to sell all his shares in the Soon Hock group of companies; that a valuation of four immovable properties owned by these companies was required for the purpose of ascertaining the sale price; and requested Knight Frank to give their quotation to carry out the said valuation. Knight Frank had duly given their quotation and on 18 December 1995 Bih Li & Lee had accepted that quotation and engaged Knight Frank to conduct the valuation.

There was, on 3 July 1998, a hearing before Rubin J on the question of costs relating to the originating summonses. At that hearing, Lee Mun Hooi drew the attention of the judge to Bih Li & Lee`s statement in their letter of 14 March 1996 that `we still do not have a copy` of the Knight Frank valuation report and to the letters from Knight Frank enclosed in their valuation reports that indicated that Bih Li & Lee had, in January 1996, received three of the valuation reports. In view of this `suppression of evidence`, Lee Mun Hooi urged the court to order that Anthony Lee personally bear the whole or a part of the costs. Rubin J declined to make that order.

On 9 July 1998, in a letter copied to all other parties, Bih Li & Lee wrote to the Registrar of the Supreme Court to say that the allegations made by Lee Mun Hooi to Rubin J on 3 July 1998 had taken Anthony Lee completely by surprise...