Deputy Managing Director

LITIGATION AND DISPUTE RESOLUTION

About Indranee

Areas of Practice

Indranee has an active court practice as an advocate and a solicitor. She has extensive experience in Cross-Border Dispute Resolution. The complex cross-border disputes she has handled include disputes relating to energy and utilities agreements, multi-jurisdictional frauds and contractual claims, shareholder disputes and civil conspiracy actions. Her other areas of practice include: Corporate Commercial disputes, Property disputes, Employment & Labour disputes.

Experience & Notable Cases

Arbitration

• Representing an oil major in an SIAC-administered international arbitration against its JV partner in a joint venture dispute over quality claims of gas and oil supplies for purpose of blending Dry Pyrolysis Gas into motor gasoline for sale into Africa as well as JV accounting issues.
• Representing the claimants in an LCIA-administered arbitration in a coal and supply dispute. Successfully obtaining an interim mandatory injunction for specific performance of a coal supply agreement until the final determination of the merits by an arbitral tribunal.
• Representing a major American automobile manufacturer in two SIAC-administered arbitrations against its Singapore and Malaysian distributors in a dispute over the termination of the distribution agreements.
• Representing a Singapore claimant against a UK company in an ICC-administered arbitration for recovery of monies advanced pursuant to a contract for the purchase of tyres.
• Representing a Hong Kong property group against a tenant (an MNC) in a rent review dispute over several floors of a prime commercial building.

Banking & Securities Disputes


• Indranee has extensive experience in acting for banks in actions for enforcement of their loans, mortgages, debentures and charges.
• Acting for a syndicate of banks against a guarantor for a shortfall in recovery on a judgment debt due to fluctuations in currency exchange rates. This case involved the interpretation of the principal debtor clause and other provisions in the guarantee. (N M Rothschild and Sons (Singapore) Ltd and Others v Rumah Nanas Rubber Estate Sdn Bhd [1994] 1 SLR(R) 697)
• Member of the legal team representing a claimant bank in a landmark case involving Letters of Hypothecation (LOHs) over the assets of an insolvent stockbroking company. The issues included whether shares could be hypothecated, whether LOHs created a charge and if so, whether the charge created was a fixed or floating charge. (Re Lin Securities (Pte Ltd); Chi Man Kwong Peter and Others v Asia Commercial Bank and Others [ [1988] 1 SLR(R) 220)
• Part of the team representing Dresdner Bank against the liquidators of an insolvent stockbroking firm. The key issue was whether Letters of Hypothecation, together with the daily certificates issued by the stockbroking firm, created fixed or floating charges over certain assets of the firm. (Re City Securities Pte [ [1990] 1 SLR(R) 413)

Contractual Disputes


• Successfully defending a major transport company listed on the Singapore Stock Exchange against a multi-million dollar claim by its former subcontractor in relation to vehicle repair services. This case involved issues of alleged breach of contract, negligence and reconciliation of accounts. (City Ken Pte Ltd v ComfortDelGro Engineering Pte Ltd [2010] SGHC 29)
• Successfully representing a distributor of computer systems in its appeal before the Court of Appeal for the price of computer systems delivered and installed in the respondents’ two nightclubs. (Computer Supermarkets (S) Pte Ltd v Goh Chin Soon Ricky and Others [1997] 3 SLR 501)

Corporate & Shareholder Disputes


• Successfully representing the preference and majority shareholders of a company in its claim for removal of a director pursuant to the shareholders agreement.
• Defending the majority shareholder of a family holding company which held a significant percentage of Yeo Hiap Seng Ltd in a shareholder dispute and an action for oppression and winding up on the just and equitable ground under the Companies Act. (1994, unreported judgment)
• Successfully representing two directors of the appellant company trading in medicinal oils before the Court of Appeal in their appeal against alleged breach of directors’ duties and for causing the company’s loss of sole distributorship rights. (Tokuhon (Private) Limited v Seow Kang Hong and Others [2003] 4 SLR(R) 67) and (Tokuhon (Pte) Ltd v Seow Kang Hong and Others (No 2) [2003] 4 SLR(R) 414 respectively)
• Defending the former director of the plaintiff company against the company’s claim of breach of fiduciary duties, fraudulent misrepresentation and exertion of undue influence in relation to the sale of four of the company’s properties. (Krishna’s India Pte Ltd v Arulmozhi d/o Krishnan and Another [2001] SGHC 157)

Defamation


• Successfully representing a project manager in a claim against an architect for defamation.

Employment


• Defending and achieving a satisfactory resolution for a leading consulting firm, Cambridge Associates LLC, and its subsidiary against a suit brought by its former MD for alleged wrongful termination of employment.
• Representing the defendant company in a claim by its ex-MD for alleged wrongful termination and for claims of privileges and benefits in excess of S$1 million. (Lai Chong Meng v Chong Lee Leong Seng Company Limited (1997) SGHC 87)
• Advising UOB and OUB on employment issues related to their merger and acquisition.

Estate & Inheritance


• Representing 2 family members and the family-owned company in 3 related court actions arising from monies owed by the 3rd family member to the company:
• representing the plaintiffs in a claim for recovery of money from the brother’s estate. This case saw a Court of Appeal decision on a novel point of law on the assignment of equitable interests. (Oei Tjiong Bin and Anor v Tsu Soo Sin and Another [2007] SGHC 215 for the High Court’s decision and Tsu Soo Sin v Oei Tjiong Bin and Another [2009] 1 SLR 529 for the Court of Appeal’s decision)
• representing the plaintiffs in a successful claim for recovery of monies owed by the defendant. (Oei Tjiong Bin and Anor v Tsu Soo Sin and Another [2007] SGHC 215)
• successfully defending a claim for restitution based on allegations of duress, compulsion and mistake. (Tsu Soo Sin nee Oei Karen v Ng Yee Hoon [2008] SGHC 30)

Franchise / Distributorship Disputes


• Successfully defending Shell Eastern Petroleum (Pte) Ltd in four court actions by its ex-franchisees. This dispute involved the interpretation of the franchise agreements, the factual matrix against which the agreements were entered into and an examination of the accounting methodologies used to compute the payments between the oil major and the franchisees.

Fraud & Conspiracy


• Representing a major land-banking group of companies incorporated in Canada, Singapore and Malaysia in 3 related suits involving breaches of contract, breaches of confidence, misuse of confidential information, procurement of breach of contract, malicious falsehood, defamation, unlawful interference with trade or business and civil conspiracy. (On-going)
• Representing a private equity fund and its subsidiary companies in an action against the investee company, the holding company of a chain of leading luxury resorts, and its directors for breach of contract and conspiracy.
• Representing a major US steel manufacturer in its action against the former managing director and chairman of a subsidiary for damages for fraud and restitutionary reliefs. Successfully obtained a worldwide Mareva injunction against the first defendant. (Armco Inc and Others v Donohue and Another [1999] 2 SLR(R) 481)

Insolvency


• Successfully representing a creditor in its appeal to the Court of Appeal against the liquidator’s rejection of its proof of debt. This case is notable because the Court reversed the normal burden of proof and also clarified the duties of a liquidator. (Fustar Chemicals Ltd (Hong Kong) v Liquidator of Fustar Chemicals Pte Ltd [2009] 4 SLR(R) 458)
• Representing the liquidator of an insolvent company of electrical engineers and contractors in its application against Tat Lee Bank Ltd for certain payments by the company made prior to liquidation to be deemed fraudulent and void by virtue of the Companies Act and the Bankruptcy Act. (Re Kim San Engineers Pte Ltd [1992] 1 SLR(R) 830)
• Indranee also has extensive experience in advising receivers and managers and liquidators appointed by creditors.

Investment Disputes


• Successfully representing Schroder Asian Properties Fund (“SAP”) and its subsidiary companies in a dispute with Silverlink Holdings Limited (“Silverlink”), the parent company of the Amanresorts group, a chain of luxury resorts. The dispute involved a claim against Silverlink for breach of contract for non-issuance of secured convertible notes and a claim for specific performance/damages exceeding US$30 million. The case involved multiple jurisdictions and various cross-border issues including directors’ duties, conflicts of interests, and procurements of breaches of contract. The Court upheld SAP’s claim and found that Silverlink was in breach of contract. The remedies to be awarded will be determined at a further hearing. (Rockline Ltd & Another v Silverlink Holdings Ltd and another (Schroder Venture Managers Inc. and Another as Third Parties) [2010] SGHC 127)

Matrimonial


• Representing the wife in ancillary proceedings involving a foreign national, 2 young children and matrimonial assets worth more than $20 million in several jurisdictions.
• Acting for the husband in highly acrimonious ancillary proceedings involving 2 young children and claims for matrimonial assets worth several million dollars (BG v BF [2007] 3 SLR(R) 233 (Court of Appeal), BF v BG [2006] SGHC 197 (High Court) BF v BG [2006] SGDC 22 and BF v BG [2008] SGDC 165 (District Court). In this action, a High Court judge commended Indranee for her civility towards the opposing party, the Wife, who was unrepresented by Counsel.

Oil, Gas and Energy-related Disputes


• Part of the team defending an oil major against a claim for indemnity and contribution for allegedly neglecting to ensure that a gas cylinder was fit for use. The High Court held that the oil major should not have been brought in as a party to the proceedings, and dismissed all claims against the said oil major. (Teng Ah Kow, Kwok Chuan Yuen v Ho Sek Chiu and Ho Ah Yeong Both Trading As Sun Kum Leng Food Centre (Formerly Known As Sun Kum Leng Restaurant) and Chee Han Khim v Mobil Oil Singapore Pte Ltd (as Third Party) in Suit No. 21 of 1989)
• Successfully defending an oil major in an action brought by the plaintiffs for alleged breach of contract in failing to renew a dealer licence agreement. Successfully counter-sued the plaintiffs for trespassing on the station premises after the original dealer agreement expired and obtained an order for damages for the trespass. (Long Foo Yit and Woon Poh Choo both trading as Vehito Service Station v Mobil Oil Singapore Pte Ltd in Suit No. 2162 of 1995 and Mobil Oil Singapore Pte Ltd v Long Foo Yit & Woon Poh Choo both trading as Vehito Vehicle Service Station in Suit No. 2183 of 1995)
• Advising on the proposed termination of a Power Purchase Agreement by a foreign State government.
• Advising major utilities provider on scope of possible duties under Singapore regulatory legislation.
• Representation of oil majors in their compensation claims against the Collector of Land Revenue in relation to the compulsory acquisition of petrol station land under the Land Acquisition Act.

Property & Leases


• Successfully representing an oil major in its suit against the defendant for breach of its obligations under an agreement to purchase and dismantle all equipment at a former oil refinery and for reinstatement of the land. Issues of property rights over tenant fixtures were adjudicated upon. (BP Refinery Singapore Pte Ltd v Amazon Group Ltd [1998] 3 SLR(R) 4)
• Successfully defending the purchaser of a property before the High Court and the Court of Appeal against the plaintiff’s application for a declaration that the defendant was precluded from insisting on withdrawal of a caveat lodged by a tenant and for using the non-withdrawal as a ground for not completing the sale. (Cathay Theatres Pte Ltd v LKM Investment Holdings Pte Ltd [1997] SGHC 94 for the High Court’s decision and Cathay Theatres Pte Ltd v LKM Investment Holdings Pte Ltd [1998] 1 SLR(R) 234 for the Court of Appeal’s decision)
• Defending a wholly-owned subsidiary of a listed company against a wide variety of claims in relation to a failed joint venture to develop a holiday resort in Batam, Indonesia. Successfully obtained a stay of proceedings in Singapore in favour of proceedings in Indonesia. (PT Jaya Putra Kundur Indah and Another v Guthrie Overseas Investments Pte Ltd [1996] SGHC 285)
• Representing a listed company and its subsidiary in 53 suits in the High Court of Singapore in a dispute with their joint venture partners over a multi-million development project in Indonesia. The matter was eventually resolved in one of the largest court settlements.

Sale of Goods & Services


• Defending a distributor of luxury automobiles in a claim by a customer for breach of warranty of quality and the assessment of damages.(Wee Poh Hueh Florence v Performance Motors Ltd [2004] 2 SLR(R) 58)
• Acted as Counsel for a major security and communication system supplier defending an action regarding the supply of electronic security systems. The case involved breach of contract and failure to supply goods which fit their intended purpose. (Management Corporation Strata Title Plan No. 1166 v Chubb Singapore [1999] 2 SLR(R) 1035)

Law Society Disciplinary Proceedings


• Adjudicating as Member of the Law Society Disciplinary Committee in respect of charges against two lawyers for acting in conflict of interest and enabling an unauthorized person to undertake or carry on legal work at the respondents’ firm. (The Law Society of Singapore v Edwin Seah Li Meng and Another [2006] SGDSC 18)
• Adjudicating as Member of the Law Society Disciplinary Committee in respect of charges against a partner of a firm with 27 years’ standing for attempting to procure the employment of herself to act in conveyancing matters in exchange for a referral fee. (The Law Society of Singapore v Lilian Bay Puay Joo [2006] SGDSC 13)
• Adjudicating as Member of the Law Society Disciplinary Committee in respect of charges against an Advocate and Solicitor of 20 years standing for breaching undertakings in respect of payments of conveyancing monies. (The Law Society of Singapore v Lim Kiap Khee [2001] SGDSC 1)
• Acting for the Law Society in prosecuting a charge against a lawyer who was convicted of abetting a foreign person to acquire an interest in landed residential property and who was asked to show cause why he should not be struck off the rolls (Law Society of Singapore v Tham Yu Xian Rick [1999] 3 SLR(R) 68)

Appointments / Memberships