Teras Offshore Pte Ltd v Teras Cargo Transport (America) LLC
Jurisdiction | Singapore |
Judge | Henry Bernard Eder IJ |
Judgment Date | 22 June 2016 |
Neutral Citation | [2016] SGHC(I) 2 |
Plaintiff Counsel | Peter Doraisamy, Andrew Lee & Joan Xue (Selvam LLC) |
Docket Number | Suit No 1 of 2016 (HC/Summons No 1542 of 2016 and SIC/Summons No 3 of 2016) |
Date | 22 June 2016 |
Hearing Date | 07 June 2016 |
Subject Matter | Summary judgment,Offshore case,Singapore International Commercial Court,Civil procedure,Rules of Court |
Year | 2016 |
Citation | [2016] SGHC(I) 2 |
Defendant Counsel | Chew Kei-Jin and Tham Lijing (Tan, Rajah & Cheah) |
Court | International Commercial Court (Singapore) |
Published date | 28 June 2016 |
These proceedings were recently transferred to the Singapore International Commercial Court (the “SICC”) on 29 March 2016. By way of background, the proceedings concern various claims and counterclaims arising in connection with three liquefied natural gas projects in or near Queensland, Australia. In summary, the Defendant entered into a series of contracts (the “Main Contracts”) with Bechtel Oil Gas and Chemicals Inc. and Bechtel International Inc. for the provision of various services and the supply of equipment in relation to these projects; and had then sub-contracted such work to the Plaintiff on what have been referred to as “back-to-back” terms (the “Sub-Contracts”). The Plaintiff’s claims total approximately US$29m. The Defendant denies liability and itself advances various counterclaims totalling approximately US$14m. In addition, both parties claim interest and costs.
On 7 June 2016, I heard two applications on behalf of the Defendant in this action:
It is common ground that the present application for a decision that the action is an “offshore case” is out of time; and the Defendant accordingly makes a separate application for an extension of time. These applications are supported by two affidavits of Sonny Joe Sanders, the Chief Executive Officer of the Defendant. The Plaintiff opposes the substantive application (but not the application for an extension of time) and relies upon the affidavit of Mark Benjamin Ortega, legal counsel to Ezion Holdings Limited, which is the parent company of the Plaintiff.
I can deal with the application for an extension of time quite shortly. O 110 r 36(2)(
By virtue of O 3 r 4 of the Rules of Court, I have no doubt that the Court has the power to extend time. As to discretion, it is sufficient to say that the matters referred to in the affidavits of Mr Sanders persuade me that this is a proper case to grant an extension of time; unsurprisingly, and as already noted, the Plaintiff did not object to this. On that basis, I granted the necessary extension of time.
I turn then to consider the substantive application for a decision that this action is an “offshore case”, which is defined in O 110 r 1(1) of the Rules of Court to mean “an action which has no substantial connection with Singapore”.
At the outset, I would make certain preliminary observations.
First, an “offshore case” is defined by a negative,
Second, the Rules of Court do not define or otherwise describe what is meant by “substantial connection”. Rather, O 110 r 1(2)(
for the purposes of the definition of “offshore case” in paragraph (1), an action has
no substantial connection to Singapore where —(i) Singapore law is not the law applicable to the dispute and the subject-matter of the dispute is not regulated by or otherwise subject to Singapore law; or(ii) the only connections between the dispute and Singapore are the parties’ choice of Singapore law as the law applicable to the dispute and the parties’ submission to the jurisdiction of the Court.[emphasis added]
Third, on behalf of the Defendant, it was submitted that the purpose of an action being designated as an “offshore case” may help guide what was described as a “normative evaluation” of the various connections between an action and Singapore. In that context, it was further submitted that the subsidiary legislation and the Singapore International Commercial Court Practice Directions (“SICC Practice Directions”) indicate that the predominant purpose of a decision that the action is an “offshore case” is to allow foreign representation. In that connection, it was also submitted that in cases where there are only a handful of coincidental or procedural connections with Singapore, there is no need for parties to be represented by lawyers with an expertise in Singapore law; and that, conversely, given the role of the SICC to provide a dispute resolution framework for the resolution of international commercial disputes, a “parochial” insistence that parties appoint Singapore qualified lawyers (even when there are only a handful of coincidental or procedural connections with Singapore) would be anomalous and self-defeating. I bear these submissions well in mind. However, in my view, the question whether or not an action is an “offshore case” must be determined by reference to the particular action; and, at the risk of stating the obvious, the focus must be the “action” itself and whether it can properly be said that the action has no substantial connection with Singapore.
Fourth, on behalf of the Plaintiff, reliance was placed on paragraph 29(3) of the SICC Practice Directions (“paragraph 29(3)”), which provides as follows:
“Substantial connection to Singapore” (3) For the purposes of Order 110, Rule 1(2)(f)(ii) of the Rules of Court, the existence of each of the following factors will not, by itself, constitute a substantial connection between the dispute and...
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