216B) Pang Yong Hock v PKS Contracts Services Pte Ltd  3 SLR 1 (Court of Appeal, Singapore) [Excerpt: Having established that an applicant is acting in good faith and that a claim appears genuine, the court must nevertheless weigh all the circumstances and decide whether the claim ought to be pursued. Whether the company stands “to gain substantially in money or in money’s worth” (per Choo JC in Agus Irawan) relates more to the issue of whether it is in the interests of the company to pursue the claim rather than whether the claim is meritorious or not. A $100 claim may be meritorious but it may not be expedient to commence an action for it. The company may have genuine commercial considerations for not wanting to pursue certain claims. Perhaps it does not want to damage a good, long-term, profitable relationship. It could also be that it does not wish to generate bad publicity for itself because of some important negotiations which are underway…In considering the requirement in s 216A(3)(c), the court shoul d also consider whether there is another adequate remedy available, such as the winding up of the company (Barrett v Duckett  1 BCLC 243). We shall return to this case later when we consider the arguments on the “winding up reason”] Ting Sing Ning v Ting Chek Swee  1 SLR 197 (Court of Appeal, Singapore) [Excerpt: Counsel for the second respondent has also submitted that this court should not allow this appeal because there are alternative remedies available to the appellant. The first is that Havilland can be wound up as the shareholders had expressed their agreement to such a course of action at Havilland’s annual general meeting held on 31 March 2006. Counsel cited Pang Yong Hock v PKS Contract Services Pte Ltd  SGHC 195 (HC),  3 SLR 1 (CA) (“Pang Yock Hock”) as authority for this proposition…. It would appear from this passage that the Court of Appeal held that Pang and Lee had not made out a prima facie case against Koh and Tan to justify the court granting leave to them to pursue a s 216A action against Koh and Tan. The appeal was dismissed but not for the reason that, as a matter of law, winding up PKS was an alternative remedy . In other words, it is not clear that Pang Yong Hock establishes the principle that when the remedy of a winding-up is available, the court should not entertain any application to pursue a s 216A action, however meritorious it may be] Tam Tak Chuen v Eden Aesthetics Pte Ltd and another  2 SLR 667 (High Court, Singapore) [Excerpt: First of all, it should be noted that the Court of Appeal made it clear in Ting Sing Ning v Ting Chek Swee  1 SLR(R) 197 (“ Ting Sing Ning ”) that Pang Yong Hock ( supra) was not authority for the
PART A BAR COURSE 2012 COMPANY LAW 35 proposition that, as long as the alternative of winding up the company was available, leave would be refused, however meritorious the proposed claim may be. It would be noted that one of the grounds on which the application in Pang Yong Hock
You've reached the end of your free preview.
Want to read all 137 pages?
- Fall '13
- Corporation, Types of companies, Privately held company, Public company, Professor Walter Woon