In & on ID Sdn Bhd v Lyc Mother & Child Centre Sdn Bhd (WA-22C-71-09/2019)

The main issue which arose for consideration in this application by the Defendant for final judgment to be entered pursuant to O. 27, r. and/ or O. 33, r. 5 of the Rules of Court 2012 (‘RoC 2012’) and/ or the inherent jurisdiction of the Court was whether there is a clear 2 admission of fact that a settlement agreement has been reached by the parties in respect of the Plaintiff’s claims in the Amended Statement of Claim (‘SoC’) dated 5.3.2020 (encl. 24).

The Defendant had, vide encl. 31, applied for final judgment to be entered in this suit whereby the Defendant shall pay the sum of RM415,000.00 to the Plaintiff as full and final settlement of the Plaintiff’s claim against the Defendant in three monthly instalments of RM138,333.00 per month beginning on 27.5.2020 and on the 27th of each of the following months. The prayers in the Notice of Application also include interest on the said amount of RM415,000.00 and no order as to cost.

Having read the affidavits, namely the Affidavit In Support (‘AIS’) affirmed by Mr. (David) Sui Diong Hoe, the Defendant’s Director, on 23.6.2020 (encl. 32); the Plaintiff’s Affidavit In Reply (‘AIR’) affirmed by Mr. (Brandon) Bong Yung Siong on 6.7.2020 (encl. 35); and the Defendant’s AIR affirmed on 17.7.2020 (encl. 36), and the written 3 submissions filed, I had dismissed the Defendant’s application with cost of RM5,000.00 subject to allocator.

My reasons for the decision are set out below.

The Defendant operates a post-natal care center and they had engaged the Plaintiff to carry out renovation works at their premises at Prime@Puchong Utama, Unit 12 & 13, Jalan PU7/1, Taman Puchong Utama, 47100 Puchong, Selangor Darul Ehsan. A contract was entered into between the parties on 1.1.2019 for the said renovation works with the commencement date of 1.1.2019 and completion date on 31.3.2019.

However, a dispute subsequently arose which led to the filing of the Writ and SoC by the Plaintiff on 12.9.2019 (encls. 1 and 2). By way of the Amended SoC, the Plaintiff claimed the sum of (i) RM213,317.54 4 as the balance amount outstanding under the contract; (ii) RM784,674.00 and RM81,100.00 for additional works; and (iii) RM255,800.00 as retention sum, bringing to a total amount of RM1,334,891.54 together with interest thereon, general damages and costs.

The Defendant filed their Amended Defence and Counterclaim on 29.6.2020 (encl. 33) for the sum of RM900,000.00 as liquidated and ascertained damages suffered by the Defendant as a result of the alleged delay by the Plaintiff in completing the renovation works by the completion date computed at RM15,000.00 per day for a period of 60 days from 31.3.2019 to 31.5.2019.

When the matter came up before me for the first time for case management on 25.11.2019, I had directed the parties to attend mediation at the Kuala Lumpur Mediation Centre. The mediation sessions took place on 21.1.2020, 23.1.2020 (with counsels only),

18.2.2020 and 25.2.2020 (where the mediator noted that the mediation was successful and the terms will be recorded before the 5 Judge). On 27.2.2020, the Court was informed that the Plaintiff had accepted the offer, but the Defendant must wait for the Board Meeting to decide on the terms of settlement. At the next case management on 2.3.2020, learned counsel for the Defendant conveyed that her client did not accept the terms as proposed by the Plaintiff. [9] Based on the affidavit evidence, it was made known that the Plaintiff was willing to accept the sum of RM500,000.00 as full and final settlement. However, the Defendant wanted the Plaintiff to either carry out rectification works or for an amount of RM85,000.00 to be deducted from RM500,000.00 for purposes of such rectification works to be done by the Defendant. Thus, the Defendant’s offer was in the sum of RM415,000.00. [10] Furthermore, according to the evidence, after attempts to reach an amicable settlement by way of mediation had failed, the parties continued to have discussions amongst themselves through the deponents of the AIS and AIR and facilitated by a common friend of 6 the deponents i.e. one Dato’ Francis Ng (‘DFN’). This resulted in a telephone conservation between Mr. Brandon Bong and Mr. David Sui followed with a message from the former to the latter through WhatsApp (‘WA’) chat on 16.3.2020 (exhibit “S-1” in the AIS; ‘WA Message’) which reads (with my added emphasis): “David, DFN was working hard to mediate the whole thing. I accept his advice and move on. He told me your side will agree as below:

500k to minus defect n liability 85k. Final figure is 415k.

415k will be paid in 3 months with each payment is $138,333 upon settlement targeted before end of this month March. If you are agreeable with this. I will ask my lawyer to prepare the document.”. [11] Mr. David Sui then replied “Ok” followed by Mr. Brandon Bong saying “Thanks”. 7 [12] On 6.4.2020, the Plaintiff’s solicitors sent an e-mail to the then Defendant’s solicitors, Messrs. Lim Kean Leong & Co (exhibit “S-2” in the AIS), stating that: “… Your client has reverted with a conditional settlement whereby the settlement sum of RM500,000 shall be subject to our client doing rectification works amounting to RM85,000. This is a serious departure from the mutually agreed settlement sum of RM500,000 as full and final settlement. By the same token, our client too shall insists on RM81,000 being approved unpaid variation orders as a condition. In the circumstances, our client’s instruction are that the settlement shall be RM500,000 as full and final settlement 8 with no conditions whatsoever and with no orders as to costs. Kindly revert with your client’s instructions accordingly.”. [13] The Defendant’s solicitors replied to the above by way of an e-mail dated 7.4.2020 and marked “WITHOUT PREJUDICE” (exhibit “S-2” in the AIS) as follows: “… We are instructed by our client that your client, Mr Brandon Bong, and our client David Sui, had on 16.3.2020 via Whatsapp messages agreed on the final settlement figure as RM415,000.00 in which the said figure will be paid in 3 months with each payment of RM138,333.00 Therefore, kindly confirm with your client on the aforesaid agreement. 9 …”. [14] The following is the e-mail reply by the Plaintiff’s solicitors on 14.4.2020 (exhibit “S-2” in the AIS): “Our client instructs us that our client’s, Mr Brandon agreed to the said proposal on a mutual mistake of fact. Both parties failed or neglected to consider our client’s sign ons by your client for the sum of RM81,000.00 in the settlement discussion. The purported agreement is therefore void in law. In the circumstances our client’s proposal is as stated in our email dated 6.4.2020.”. There was no reply to this e-mail. 10 [15] On 2.6.2020, the Defendant, in a letter signed by another of its Director, Mr. Rafique Mat Tahir (exhibit “S-3” in the AIS), wrote to Mr. Brandon Bong and said that: “We refer to the Whatsapp communication between your Mr Brandon Bong and our Mr David Sui on 16th March 2020. As discussed and agreed, without admission as to any liability in the above suit and as a matter of an amicable settlement, we enclose herewith the following cheques in your favour in full and final settlement of your claims:- Date Cheque No Amount 27.05.2020 000011 138,333.00 27.06.2020 000012 138,333.00 27.07.2020 000014 138,333.00 We apologize for the slight delay in view of the Movement Control Order (MCO) which was in place. The clearance of 11 the cheque(s) is towards the satisfaction of your claim as per our agreement.”. [16] According to the Defendant, they had made several attempts to deliver the cheques to the Plaintiff’s business address but found it closed. The Plaintiff’s explanation was that at the material time, the Movement Control Order was in force and they were working from home albeit the office’s post box could be utilised and a staff was present at the counter. [17] The Defendant’s then solicitors were discharged, and the current solicitors were engaged by the Defendant on 19.6.2020. Encl. 31 was filed on 23.6.2020. The parties’ submissions [18] It is the Defendant’s contention that the WA Message is an offer and an acceptance on the part of the Plaintiff and the Defendant and 12 constituted a concluded agreement for full and final settlement of the Plaintiff’s claims although no formal agreement was signed. [19] Reliance was also placed on para 17 of the Plaintiff’s AIR which was argued to amount to a clear and plain admission of the fact that there was indeed a concluded settlement agreement between the parties on 16.3.2020. In that para 17, Mr. Brandon Bong affirmed that “Merujuk kepada perenggan 18.9 Afidavit tersebut, hanya selepas memberitahu peguamcara saya mengenai perbualan Wattsap, saya sedar mengenai jumlah RM81,100.00 untuk kerja-kerja tambahan dimana saya terlupa sama-sekali.”. [20] Learned counsel for the Defendant further cited sub-s 10(1) of the Contracts Act 1950 [Act 136] (‘CA 1950’) which provides that “All agreements are contracts if they are made by the free consent of parties competent to contract, for a lawful consideration and with a lawful object, and are not hereby expressly declared to be void.”. 13 [21] The Federal Court decision in Charles Grenier Sdn Bhd v Lau Wing Hong [1996] 3 MLJ 327 was also cited for the proposition that the WA messages on 16.3.2020 had all the essential elements laid out with sufficient clarity including the parties to the transaction, the subject matter and the settlement sum to form a valid and enforceable contract. The Defendant submitted that merely because the settlement agreement was not formalised, it cannot be deemed or declared to be void. [22] Ms. Geetha, in submitting for the Plaintiff, urged the Court to consider the surrounding facts in this case, particularly the WA message and e-mails, as these would tend to show that no final settlement was reached between the parties, who were at all times, represented by counsels. At the mediation, the sum of RM415,000.00 had already been offered but was rejected by the Plaintiff. Any discussions or negotiations thereafter did not result in the signing of a formal agreement. The words “If you are agreeable with this. I will ask my lawyer to prepare the document.” in the WA message are said to amount to a condition precedent to acceptance of the contract and by 14 virtue of s 6 CA 1950, its non-fulfilment meant that the offer was revoked. [23] Ms. Geetha submitted several cases to support her arguments namely, Seascope Sdn Bhd v Syed Izhar bin Syed Syed Salleh [2006] 3 MLJ 756; Affin Bank Bhd v Successcom Enterprise Sdn Bhd [2009] 1 MLJ 36; Vithal Kumar a/l Jayaraman v Azman bin Md Nor [2010] 2 MLJ 67; Hasrat Usaha Sdn Bhd v Pati Sdn Bhd [2011] 3 MLJ 343; Alex Nandaseri De Silva v. Sarath Wickrama Surendre [2013] 10 CLJ 52; Yam Kong Seng & Anor v Yee Weng Kai [2014] 4 MLJ 478; and Vasanthi a/p Rajamanikam v Kalaiselvi a/p Perumal [2013] 4 MLJ 589 (distinguished) as well as The New Zealand Shipping Co Ltd v A M Satterthwaite & Co Ltd [1974] All ER 1015 and Port Sudan Cotton Co. v. Govindaswamy Chettiar & Sons [1977] 2 Lloyd’s Rep 5. [24] It was further contended that there was a mutual mistake of fact as Mr. Brandon Bong had overlooked or failed to consider the additional work in the amount of RM81,000.00 in the settlement discussions. 15 [25] The Defendant retorted that there was no mutual mistake of fact; it was a unilateral mistake on the Plaintiff’s part. Mr. Gabriel Daniel submitted that the fact that the Plaintiff alleged there was a mutual mistake, by itself, is an admission by the Plaintiff that there was indeed a settlement agreement concluded between the parties. [26] Cases such as Tham Kong v. Oh Hiam & Ors. [1968] 1 M.L.J. 44 and Crescent Concrete Sdn Bhd v Sulong Engineering Sdn Bhd and Anor [2010] MLJU 1335 were placed before the Court to support the argument that the mistake of one party only will not prevent the formation of a contract and consequent liability if there is non-performance just because that party failed to take such reasonable care to ascertain what he is contracting about. In Crescent Concrete, the High Court referred to s 23 CA 1950 which provides that “A contract is not voidable merely because it was caused by one of the parties to it being under a mistake as to a matter of fact.”. It was therefore argued that a unilateral mistake on the part of the Plaintiff in this case will not invalidate the contract made. Additionally, Mr. 16 Brandon Bong was said to have full knowledge of the facts in this suit and the Plaintiff’s allegation that there was a mutual mistake of fact was baseless and an afterthought. [27] It was finally submitted for the Defendant, on the authorities of Vithal Kumar a/l Jayaraman v Azman bin Md Nor (supra) and Daud bin Arshad & Ors (representing 61 settlers/participants of FELCRA Gugusan Sungai Ara, Mukim Ulu Sungai Sedili, Daerah Kota Tinggi, Johor) v FELCRA Bhd [2019] 2 MLJ 33, that there was no useful purpose to proceed with the trial when the Plaintiff’s entire claim against the Defendant and the Defendant’s entire counterclaim against the Plaintiff have been resolved by the binding settlement agreement on 16.3.2020, rendering the trial of this suit wholly unnecessary. Analysis and findings of the Court [28] O. 27, r. 3(1) RoC 2012 provides as follows: 17

“Judgement on admission of facts (O. 27, r. 3)

Where admissions of fact are made by a party to a cause or matter either by his pleadings or otherwise, any other party to the cause or matter may apply to the Court for such judgment or order as upon those admissions he may be entitled to, without waiting for the determination of any other question between the parties, and the Court may give such judgment, or make such order, on the application as it thinks just.”. [29] The object of this rule is to enable a party to obtain speedy judgment where the other party has made a plain admission entitling the former to succeed in his claims. The words “or otherwise” in the above quoted provision are of general application and are not confined to admissions contained in pleadings alone. An order or judgment may be granted pursuant to O. 27, r. 3(1) RoC 2012 where an admission is made by letter or other relevant documents or agreements which 18 clearly show that the defendant has no defence to the plaintiff’s claim. The admission must be a clear admission [see Vithal Kumar (supra)]. [30] Based on the AIS, AIR and written submissions filed by the Defendant in the present case, it appears to me that the admission of fact which the Defendant moves for this Court to accept relates to the fact that a settlement agreement has been reached by the parties vide the WA Message in respect of the Plaintiff’s claims in the Amended SoC. [31] The Defendant’s application is also premised on O. 33, r. 5 RoC 2012 (apart from, of course, the inherent powers of the Court in O. 92, r. 4) which reads: “Dismissal of action after decision of preliminary issue (O. 33, r. 5)

If it appears to the Court that the decision of any question or issue arising in a cause or matter and tried separately from the cause or matter substantially disposes of 19 the cause or matter or renders the trial of the cause or matter unnecessary, it may dismiss the cause or matter or make such other order or give such judgement therein as may be just.”. [32] It is trite that O. 33, r. 5 RoC 2012 (together with O.33, r. 2) could be used expeditiously in appropriate circumstances to make a determination which would likely have the effect of substantially disposing the cause or matter before the court. The overriding factor to consider is that the disposal of the application would result in a substantial saving of time and expenditure (see Tenaga Nasional Bhd v. JCY HDD Technology Sdn Bhd [2013] 7 CLJ 799 which was cited in the decision of this Court in Manoharan Kandasamy v. Lim Kien Seng & Anor [2019] 1 LNS 1161. [33] The issue which falls to be determined under the abovementioned rule is whether there is a concluded agreement between the parties to settle this suit on the terms as set out in Mr. Brandon Bong’s message to Mr. David Sui in the WA Message. If the issue is resolved 20 in the Defendant’s favor, this would dispose of the matter or render a trial unnecessary as the Defendant would withdraw its counterclaim against the Plaintiff. [34] In my view, the WA Message and all subsequent communications between the parties and/ or their respective solicitors have to be closely examined in order to determine whether the parties did in fact reach an agreement as alleged by the Defendant, bearing in mind that in the case management just before 16.3.2020, being the date of the WA Message, counsels informed the Court that the formal mediation sessions failed to resolve the dispute between the parties. In this regard, I would echo part of the judgment by Wong Kian Kheong J in Lee Ho Ang v Golden Base Construction Sdn. Bhd. [2019] MLJU 1881 where His Lordship opined that “Cases on the application or non-application of O 27 r 3(1) RC concern the existence of judicial discretion which is dependent on the particular facts of each case. Accordingly, judgements on O 27 r 3(1) RC have no binding effect from the view point of the stare decisis doctrine; …” 21 [35] Having considered the affidavit evidence and submissions by the parties, I find that the Defendant has not proven, on a balance of probabilities, that there is a clear and unequivocal admission of fact that a settlement agreement has been reached by the parties vide the WA Message in respect of the Plaintiff’s claims for the Court to invoke O. 27, r. 3 RoC 2012 for the following reasons:

It is irrefutable that in the WA Message, Mr. Brandon Bong said, inter alia, that “settlement targeted before end of this month March” and “If you are agreeable with this. I will ask my lawyer to prepare the document.”. Reading these two sentences together, it can be implied that the Plaintiff envisaged that a settlement agreement is to be executed by the parties and this would be done within the month of March 2020 itself. However, no such agreement, or even a draft agreement, was drawn up. Instead, on 6.4.2020, the Plaintiff’s solicitors sent an e-mail to the Defendant’s solicitors referring to the counter proposal from the Defendant and stating, among others, that 22 the Defendant “… has reverted with a conditional settlement …” and that this is “ … a serious departure from the mutually agreed settlement sum of RM500,000 as full and final settlement. …”. The Plaintiff then insisted that the sum of RM81,000.00 for the unpaid variation works to be factored in the settlement discussion. It is unclear form the said e-mail as to when exactly the Defendant had reverted with the “conditional settlement” and whether on 6.4.2020, the Plaintiff’s solicitor was aware of the WA Message. In para 14 of the AIS, the Defendant averred that: “Walaubagaimanapun, peguamcara Plaintif telah melalui emel bertarikh 06.04.2020 mendakwa terma-terma di perenggan 11 di atas sebenarnya merupakan cadangan balas Defendan di mana Defendan menawarkan jumlah penyelesaian sebanyak RM500,000.00 tetapi tertakluk kepada Plaintif 23 melaksanakan kerja-kerja pembaikan yang dinilaikan sebanyak RM85,000.00. Ini adalah sesuatu yang tidak selaras dengan rundingan penyelesaian dan oleh itu Plaintif kini menuntut jumlah lebihan sebanyak RM81,000.00 bagi kerja-kerja variasi.”. Para 11 of the AIS sets out the terms of the offer as per the WA Message. The Plaintiff, in para 10 of their AIR, stated that “… saya ingin menyatakan tiada sebarang Persetujuan Muktamad secara dokumen bertulis yang telah disediakan oleh peguamcara Plaintiff maupun Defendan dan ditandatangani oleh Plaintif dan Defendan.”. Hence, to the Defendant, the solicitor’s e-mail dated 6.4.2020 contains an allegation that the terms in the WA Message are the Defendant’s counter proposal. However, reading the words on the face of the said e-mail, I am unable to arrive at the same conclusion as the Defendant in respect of the interpretation of the contents of the e-mail since no reference is made to the WA 24 Message at all and nor to the sum of RM415,000.00 as the final figure for full settlement of the case. It is additionally unclear to me as to what is meant by the words “the mutually agreed settlement sum of RM50,000.00 as full and final settlement” (emphasis added) in the said e-mail when in para 4 of the Plaintiff’s AIR, it was affirmed that “Mediasi tersebut tidak berjaya kerana Defendan tidak bersetuju untuk membayar jumlah penyelesaian sebanyak RM500,000.00.”.

The e-mail dated 7.4.2020 sent by the Defendant’s solicitors to the Plaintiff’s solicitors does refer to the WA Message. It is pertinent to note that at the end of the e-mail, it is stated that “Therefore, kindly confirm with your client on the aforesaid agreement.”. By seeking such confirmation from the Plaintiff’s solicitor, a doubt is cast as to whether a valid and binding settlement agreement has in fact been reached between the parties by way of the WA Message. This is further fortified by – 25

the e-mail from the Plaintiff’s solicitor dated 14.4.2020 where the issue of “mutual mistake of fact” rendering the “purported agreement … void in law” was mentioned, to which there was no response by the Defendant; and

(ii) Mr. David Sui’s short reply of “Ok” in the WA Message. The word “OK” is commonplace, especially in the era of text messaging, and is often used as an adjective to say that something is not a problem or is “alright”, “fine”, “good”, “agreeable” or “acceptable”. Whilst theories of the word’s origins are aplenty, for current purposes, it raises the question as to what was exactly intended by the Defendant when they said “Ok” to the Plaintiff’s offer. The Defendant averred in para 12 of the AIS that “Saya sesungguhnya menyatakan bahawa pada setiap masa yang material, Defendan berniat dan bersedia untuk mencapai penyelesaian munasabah secara damai dengan Plaintif. Oleh itu, saya telahpun bersetuju dan 26 menerima tawaran Plaintif tersebut bagi pihak Defendan pada tarikh yang sama iaitu 16.03.2020….”. The Plaintiff’s reply in para 8 of the AIR is that “…tiada sebarang Penyelesaian muktamad tercapai antara Plaintif dan Defendan memandangkan kedua-dua Plaintif dan Defendan telah diwakili oleh peguamcara masing-masing dan tiada perjanjian ditanda-tangan oleh kedua-dua. …” and emphasis was placed on the words “If you are agreeable with this. I will ask my lawyer to prepare the document.” in the WA Message. The apex court in Charles Grenier (supra, at pp 331 and 335) recognised that there is a vast volume of legal literature on the subject of whether a binding contract has come into existence before a formal contract is signed and held that the legal principle is that “An agreement to make an agreement does not result in a contract. It is for the court in each case to construe the 27 correspondence exchanged between the parties and to say whether that is the result intended by the parties. If the court reaches an opposite conclusion, then there is an enforceable contract.” (emphasis added). Applying the said test to the facts of this case and having given careful consideration to the correspondence between the parties, I am unable to agree with the Defendant that there is a concluded contract by virtue of the WA Message. Although the Defendant sought to reinforce their arguments by stating that the WA Message was preceded with a telephone conversation between Mr. Brandon Bong and Mr. David Sui (see paras 6 and 15 of the Defendant’s AIR), the fact remains that the execution of a formal agreement is a term of the bargain.

The issuance of the three cheques by the Defendant was made in their unilateral belief that a settlement agreement had been reached through the WA Message. This one-sided opinion by 28 the Defendant is not justifiable when viewed in light of the last communication by the Plaintiff’s solicitors dated 14.4.2020 to which the Defendant chose not to respond. [36] Ultimately, the Court retains a discretion as to whether judgment should be entered on the terms as prayed in encl. 31. In the circumstances of the case, it is my considered view that the discretion should not be exercised in favor of the Defendant since the WA Message has raised more unanswered questions rather than resolve the issues surrounding the Plaintiff’s claim in this suit. The Defendant's application in encl. 31 was accordingly dismissed with cost. Dated: 25 September 2020 (ALIZA SULAIMAN) Judge Construction Court 2 High Court Kuala Lumpur 29 Counsels/ Solicitors: For the Plaintiff: Geetha Thanigasalam (Izyan Darlina Binti Balia Yusof with her) Messrs. Kamarudin & Partners Advocates & Solicitors No. 10-1, Jalan 30/70A Desa Sri Hartamas 50480 Kuala Lumpur For the Defendant: Gabriel Daniel (Phoon Mei Ee with him) Messrs. YY Loo Advocates & Solicitors Unit W-11-11, Menara Melawangi Amcorp Trade Centre No. 18, Jalan Persiaran Barat 46050 Petaling Jaya Selangor Cases referred to: Affin Bank Bhd v Successcom Enterprise Sdn Bhd [2009] 1 MLJ 36 Alex Nandaseri De Silva v. Sarath Wickrama Surendre [2013] 10 CLJ 52 30 ASM Development Sdn Bhd v Hijjas Kasturi Associates Sdn Bhd [2011] 6 MLJ 228 Bumiputra-Commerce Bank Bhd & Ors [2004] 4 CLJ 825 Charles Grenier Sdn Bhd v Lau Wing Hong [1996] 3 MLJ 327 Crescent Concrete Sdn Bhd v Sulong Engineering Sdn Bhd and Anor [2010] MLJU 1335 Dato' Tan Heng Chew v Tan Kim Hor and another appeal [2009] 5 MLJ 790 Daud bin Arshad & Ors (representing 61 settlers/participants of FELCRA Gugusan Sungai Ara, Mukim Ulu Sungai Sedili, Daerah Kota Tinggi, Johor) v FELCRA Bhd [2019] 2 MLJ 33 Hasrat Usaha Sdn Bhd v Pati Sdn Bhd [2011] 3 MLJ 343 Lee Ho Ang v Golden Base Construction Sdn. Bhd. [2019] MLJU 1881 Port Sudan Cotton Co. v. Govindaswamy Chettiar & Sons [1977] 2 Lloyd’s Rep 5 Seascope Sdn Bhd v Syed Izhar bin Syed Syed Salleh [2006] 3 MLJ 756 Tenaga Nasional Bhd v. JCY HDD Technology Sdn Bhd [2013] 7 CLJ 799 31 Tham Kong v. Oh Hiam & Ors. [1968] 1 M.L.J. The New Zealand Shipping Co Ltd v A M Satterthwaite & Co Ltd [1974] All ER 1015 Vasanthi a/p Rajamanikam v Kalaiselvi a/p Perumal [2013] 4 MLJ 589 Vithal Kumar a/l Jayaraman v Azman bin Md Nor [2010] 2 MLJ 67 Yam Kong Seng & Anor v Yee Weng Kai [2014] 4 MLJ 478 Yamaha Motor Co. Ltd. v. Yamaha (M) Sdn. Bhd. & Ors. [1983] CLJ (Rep) 428 Legislation referred to: Contract Act 1950, ss. 6, 10 & 23 Rules of Court 2012, O. 10 r. 1, O. 2 r. 5, O. 27 r. 3 & O. 33, rr. 2 & 5