JUDGMENT

Choo Kah Sing J:

Introduction

[1] The plaintiff's claim is for a refund of money paid to the defendant pursuant to a Share Purchase Agreement dated 7 January 2014 (hereafter "the SPA") which, according to the plaintiff's narrative, stood as terminated. The parties have gone through a full trial. On 26 July 2021, this Court dismissed the plaintiff's claim. The reasons for the decision are set out as below.

The Background Facts

[2] According to the SPA, the plaintiff agreed to purchase and the defendant agreed to sell 625,000 shares (hereafter "the shares") in a foreign incorporated company known Xianda International (HK) Limited (which was previously known as Enersave International (HK) Limited) for a consideration sum of RMB5,739,093.00. The parties agreed the amount of RMB5,739,093.00 was equivalent to RM3,000,000.00 (hereafter "the consideration sum").

[3] The payment of the consideration sum was in two tranches. The first payment totalling RM2,954,388.44 was to be paid within one month upon the signing of the SPA. The second payment or the final payment totalling RM45,611.56 was payable within two months from the "Closing Date". Article 1.3(b) of the SPA in respect of the sec