Case Details
- Citation: [2015] SGHC 248
- Title: Likpin International Ltd v Swiber Holdings Ltd and another
- Court: High Court of the Republic of Singapore
- Date of Decision: 01 October 2015
- Judge: Steven Chong J
- Coram: Steven Chong J
- Case Number: Admiralty in Personam No 113 of 2015 (Registrar's Appeal No 239 of 2015)
- Tribunal/Proceeding: High Court (appeal from assistant registrar)
- Proceeding Type: Civil Procedure – Striking Out
- Plaintiff/Applicant: Likpin International Ltd
- Defendant/Respondent (1st): Swiber Holdings Ltd
- Defendant/Respondent (2nd): Swiber Offshore Construction Pte Ltd
- Counsel for Plaintiff/Applicant: Tan Hin Wa, Jason (Asia Ascent Law Corporation)
- Counsel for 1st and 2nd Defendants/Respondents: Jimmy Yim SC, Arvindran s/o Manoosegaran and Mahesh Rai (Drew & Napier LLC)
- Key Legal Area(s): Civil Procedure — Striking Out; Admiralty in personam; Abuse of process
- Statutes Referenced: Admiralty Jurisdiction of the High Court Act (Cap 123, 2001 Rev Ed) (notably s 3(1)(h)); Rules of Court (Cap 322, R 5, 2014 Rev Ed) (notably Order 18 r 15(2))
- Related Appellate History: Appeal to the decision in Civil Appeal No 199 of 2015 dismissed by the Court of Appeal on 25 July 2016 (see [2016] SGCA 48)
- Judgment Length: 20 pages, 11,461 words
Summary
Likpin International Ltd v Swiber Holdings Ltd and another concerned an admiralty in personam writ issued by a charterer (or prospective charterer) in relation to a pipe-laying vessel for a subsea construction project in Vietnam. The plaintiff sought to characterise its claim as arising out of an agreement relating to the “use or hire of a ship”, thereby invoking the High Court’s admiralty jurisdiction. The defendants applied to strike out the writ on the basis that the claim against the parent company (the 1st defendant) disclosed no reasonable cause of action and was frivolous or vexatious, and that the claim against the subsidiary (the 2nd defendant) amounted to an abuse of process because the dispute had been fully and finally compromised.
The High Court (Steven Chong J) rejected the plaintiff’s procedural objection to the court taking cognisance of the statement of claim filed after the assistant registrar’s hearing. The judge held that the appeal to a judge in chambers is not a “true appeal” in the strict sense and that it would be odd to consider fresh evidence on appeal while being unable to consider pleadings filed in the interim. Substantively, the court accepted that the plaintiff’s pleaded case faced serious, and ultimately insurmountable, difficulties. The court therefore dismissed the plaintiff’s attempt to proceed with the admiralty claim against the defendants.
What Were the Facts of This Case?
The plaintiff, Likpin International Ltd, together with a consortium member, was awarded a contract by Vietsovpetro to perform a subsea construction project at the Nam Rong and Doi Moi oilfields in Vietnam (the “VSP project”). Because the project required a pipe-laying vessel, the plaintiff entered into negotiations with the defendants to charter a suitable vessel. Importantly, the plaintiff was seeking to charter only one vessel for the VSP project at all material times.
Two pipe-laying vessels owned by the 2nd defendant (Swiber Offshore Construction Pte Ltd) were identified for the plaintiff’s chartering requirements. On 29 May 2009, a charterparty was entered into between the plaintiff and the 2nd defendant for one of the vessels, the “Concorde” (the “Concorde charterparty”). The charterparty was performed, but disputes arose between the parties, leading the 2nd defendant to commence arbitration against the plaintiff for non-payment of charter hire. The plaintiff responded with a counterclaim for damages for breach of contract.
Those disputes were later resolved by a settlement agreement dated 24 March 2015 (the “Settlement Agreement”). The defendants believed the settlement had brought the dispute to an end. However, during routine due diligence, the defendants’ banker discovered that a “protective” admiralty in personam writ had been issued by the plaintiff on 15 May 2015 against the 1st defendant. The writ alleged breach of another contract (the “Procurement Agreement”) relating to the charter of a pipe-laying vessel for the VSP project. The Procurement Agreement was alleged to predate the Concorde charterparty.
The plaintiff’s unliquidated claim was estimated at $10,700,000. As framed, the claim against the 2nd defendant was for the tort of procuring the 1st defendant’s breach of contract. The defendants entered appearance gratis and applied to strike out the claim (SUM 3225/2015). The assistant registrar dismissed the striking out application, and the defendants appealed to the High Court before Steven Chong J.
What Were the Key Legal Issues?
The appeal raised two broad categories of issues. First, as against the 1st defendant, the defendants argued that there was never any concluded Procurement Agreement. Alternatively, even if such an agreement existed, it was said to have been superseded by the later Concorde charterparty. These arguments went to whether the plaintiff had a viable contractual foundation for its claim against the parent company.
Second, as against the 2nd defendant, the defendants argued that the matters complained of in the writ were fully and finally compromised by the Settlement Agreement between the plaintiff and the 2nd defendant. This was framed as an abuse of process: the plaintiff should not be permitted to relitigate or repackage disputes that had been settled.
In addition to these substantive issues, there was a preliminary procedural issue. The plaintiff objected to the court taking cognisance of its statement of claim because it had been filed after the striking out application was heard before the assistant registrar. The plaintiff contended that, for reasons of natural justice, the court should assess the striking out application based only on the circumstances as at the date the application was filed, and therefore should not consider pleadings filed after the hearing.
How Did the Court Analyse the Issues?
On the preliminary issue, the judge rejected the plaintiff’s submission. Mr Tan, counsel for the plaintiff, argued that the court should consider the application only as it stood when it was filed, because the statement of claim did not exist at that time. The plaintiff’s position was that it had no opportunity to address issues arising from the later statement of claim in its affidavits, and therefore the court should not take cognisance of it.
Steven Chong J held that the plaintiff’s argument was both unsupported by authority and plainly wrong. The judge relied on the Court of Appeal’s explanation in Chang Ah Lek and others v Lim Ah Koon [1998] 3 SLR(R) 551 that an appeal from a registrar to a judge in chambers is not an appeal in the true sense. The judge in chambers deals with the matter “as though the matter came before him for the first time”. The judge also referred to the principle that the court may allow fresh evidence in the absence of contrary reasons (citing Lian Soon Construction Pte Ltd v Guan Qian Realty Pte Ltd [1999] 1 SLR(R) 1053 at [38]). It would be odd, the judge reasoned, if the court could consider fresh evidence but could not consider pleadings filed after the registrar’s hearing.
The judge further observed that it was “curious” for the plaintiff to object to the court taking cognisance of its own statement of claim, particularly where counsel had referred to the statement of claim in oral submissions. The court emphasised that parties must accept the consequences of their own pleadings. While the defendants were entitled to proceed on the basis of the writ endorsement at the time the striking out application was filed, there was no principled reason to ignore the statement of claim when assessing whether the claims endorsed on the writ should be struck out.
Having dealt with the procedural objection, the judge clarified the scope of the striking out inquiry. The court noted that the statement of claim contained additional causes of action (misrepresentation and conspiracy) that were not endorsed on the writ. Under Order 18 r 15(2) of the Rules of Court, a statement of claim must not contain allegations or claims in respect of a cause of action unless that cause of action is mentioned in the writ or arises from facts that are the same as, or include or form part of, the facts giving rise to a cause of action mentioned in the writ. Since the endorsement on the writ did not mention conspiracy or misrepresentation, and because it was common ground that the issue was striking out of the writ (not the statement of claim), the judge limited consideration to the breach of the Procurement Agreement and the procuring of that breach as endorsed on the writ.
Substantively, the judge accepted that the plaintiff’s case faced significant difficulties. The defendants’ arguments against the 1st defendant were two-fold: (i) no concluded Procurement Agreement; and (ii) if concluded, supersession by the Concorde charterparty. The court’s analysis (as reflected in the extract) indicates that the pleaded narrative—particularly the relationship between the alleged Procurement Agreement and the later Concorde charterparty—created “irresolvable difficulties”. The judge also highlighted that the plaintiff’s counsel initially attempted to confine the striking out application to the writ endorsement only, but later relied on the statement of claim in oral submissions, undermining the plaintiff’s attempt to avoid the impact of its own pleadings.
As against the 2nd defendant, the defendants’ abuse of process argument turned on the Settlement Agreement. The Settlement Agreement resolved disputes arising from the Concorde charterparty and the arbitration. The defendants contended that the plaintiff’s admiralty claim, though framed differently, was in substance an attempt to revisit matters that had been fully and finally compromised. The judge’s approach reflects a common judicial concern in settlement contexts: where parties have settled a dispute, the court will scrutinise attempts to circumvent the settlement by recharacterising the claim or shifting the defendant, particularly where the underlying factual matrix is the same.
Although the provided extract truncates the remainder of the judgment, the structure of the reasoning is clear: the court first addressed the procedural question about whether it could consider the statement of claim; then it narrowed the causes of action to those endorsed on the writ; and finally it assessed whether the endorsed claims were viable in light of the defendants’ substantive arguments on concluded contract, supersession, and compromise/abuse of process.
What Was the Outcome?
The High Court dismissed the appeal and upheld the striking out outcome. The practical effect was that the plaintiff’s admiralty in personam claim could not proceed against the defendants on the pleaded basis. The court’s decision therefore prevented the plaintiff from using the protective admiralty writ as a vehicle to pursue claims that were either not properly grounded in a concluded contractual arrangement or were compromised by the Settlement Agreement.
Further, the LawNet editorial note indicates that the plaintiff’s appeal to the Court of Appeal in Civil Appeal No 199 of 2015 was dismissed on 25 July 2016 (see [2016] SGCA 48). This confirms that the High Court’s approach to both the procedural and substantive aspects of the striking out application was sustained at the appellate level.
Why Does This Case Matter?
This case is significant for practitioners because it illustrates how Singapore courts handle striking out applications in the admiralty context, particularly where the plaintiff’s claim is framed to fit within the admiralty jurisdictional gateway. The judge’s discussion of s 3(1)(h) of the Admiralty Jurisdiction of the High Court Act (Cap 123) shows that counsel may characterise a dispute as arising from an agreement relating to the “use or hire of a ship”. However, jurisdictional characterisation does not cure substantive defects in the pleaded cause of action. Courts will still examine whether the underlying agreement is concluded, whether it is superseded by later contractual arrangements, and whether the claim is barred by settlement.
Procedurally, the decision is also useful on appeals from registrars to judges in chambers. The court’s reliance on Chang Ah Lek and the “as though the matter came before him for the first time” principle provides guidance on what material a judge may consider on such an appeal. The case underscores that parties cannot easily invoke “natural justice” to exclude pleadings filed after the registrar’s hearing, especially where the appeal is not a strict rehearing on the same evidential record.
Finally, the case highlights the importance of settlement finality. Where a settlement agreement resolves disputes arising from a charterparty and related arbitration, courts will be alert to attempts to relitigate the same underlying controversy by issuing a new writ or by shifting the legal theory (for example, by reframing a contractual dispute as a tort claim for procuring breach). For litigators, the decision reinforces the need to conduct careful settlement impact analysis before issuing subsequent proceedings, including protective admiralty actions.
Legislation Referenced
- Admiralty Jurisdiction of the High Court Act (Cap 123, 2001 Rev Ed), s 3(1)(h)
- Rules of Court (Cap 322, R 5, 2014 Rev Ed), Order 18 r 15(2)
Cases Cited
- Chang Ah Lek and others v Lim Ah Koon [1998] 3 SLR(R) 551
- Evans v Bartlam [1937] AC 473
- Lian Soon Construction Pte Ltd v Guan Qian Realty Pte Ltd [1999] 1 SLR(R) 1053
- Likpin International Ltd v Swiber Holdings Ltd and another [2015] SGHC 248
- Likpin International Ltd v Swiber Holdings Ltd and another [2015] SGHC 96
- Likpin International Ltd v Swiber Holdings Ltd and another [2016] SGCA 48
Source Documents
This article analyses [2015] SGHC 248 for legal research and educational purposes. It does not constitute legal advice. Readers should consult the full judgment for the Court's complete reasoning.