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2021 MarsdenLR 4021
HIGH COURT MALAYA SHAH ALAM
LUXCHEM TRADING SDN BHD – Appellant
Versus
WRP ASIA PACIFIC SDN BHD (ENCL 9) – Respondent
[Civil Suit No: BA-22NCC-136-10/2019]
Contemporaneous documents like purchase orders and invoices constitute valid contracts under the Sale of Goods Act, enabling summary judgment in payment disputes.
Headnote:(A) Sale of Goods Act 1957 – Sections 4 and 5 – Plaintiff claims against Defendant for payment of outstanding sum for chemical supplies – Defendant contests on grounds of contract terms and delivery proof – Court finds that contemporaneous documents constitute binding contracts and supports the Plaintiff's claims. (Paras 11-15, 21-25)
Facts of the case: Plaintiff, an importer of chemicals, claims RM 1,888,480.10 for goods sold to the Defendant, who disputes the allegations based on purported failures to prove contract terms and delivery.
Findings of Court: The necessary documents establish a legal contract and support payment claims.
Issues: The court addresses whether the Plaintiff proved contract conditions and delivery of goods.
Ratio Decidendi: Court emphasizes the sufficiency of contemporaneous documents and deemphasizes Defendant's afterthought defenses.
Result: Summary judgment granted in favor of the Plaintiff for RM 1,888,480.10 plus interest and costs.
JUDGMENT
Introduction
[1] This is the Plaintiff's Notice of Application dated 29th of May 2021 pursuant to O 14 r 1 of the Rules of (ROC) for an order that a final judgment to be entered in favour of the Plaintiff against the Defendant for:
a) The outstanding sum of RM 1,888,480.10;
b) Interest in the sum of RM 346,488.68 (as at the date of filing of the Writ) and continuing at the rate 1.5% per month on all overdue Tax Invoices until the date of judgment or at such other rate and for such period as this Honourable Court may order;
c) Costs of this action and application to be borne by the Defendant; and
d) Such further and/or other reliefs that this Honourable Court deems fit and proper.
Cause Papers
[2] The cause papers are as follows:
a) The Writ dated 17th of October 2019;
b) The Statement of Claim dated 17th of October 2019;
c) The Defendant's Memorandum of Appearance dated 11th of November 2019;
d) The Plaintiff's ("Luxchem") Notice of Application dated 29th of May 2019;
e) Luxchem's Affidavit in Support affirmed by Ng Chai Teik on the 28th of May 2020;
f) The Defendant's Affidavit in Reply affirmed by Loong Mei Yin on the 30th of June 2020; and
g) Luxchem's Affidavit in Reply affirmed by Ng Chai Teik on the 10th of July 2020.
Brief Facts Of The Case
[3] The Plaintiff is in the business of import and distribution of chemical and petrochemical products.
[4] The Defendant is principally involved in the manufacturing and marketing of disposal medical or industrial products and other specialty gloves.
[5] Basically, the Plaintiff is claiming against the Defendant for an indebted sum being the chemical supplies (the Goods) sold and delivered to the Defendant.
[6] The main contentions of the parties are tabulated below:
Legal Principles
[7] In the case of Cempaka Finance Bhd v. Ho Lai Ying (trading as KH Trading) & Anor, at p 689, para 5, Federal Court quoted from National Company for Foreign Trade v. Kayu Raya Sdn Bhd; [1984] 2 MLJ 300; [1984] 1 CLJ Rep 283 [Tab A, PBOA] and held that:
"For the purposes of an application under O 14 the preliminary requirements are:
(i) the defendant must have entered an appearance;
(ii) the statement of claim must have been served on the defendant; and
(iii) the affidavit in support of the application must comply with the requirements of r 2 of the O 14.
... If the plaintiff fails to satisfy either of these considerations, the summons may be dismissed. If however, these considerations are satisfied, the plaintiff will have established a prima facie case and he becomes entitled to judgment. The burden then shifts to the defendant to satisfy the Court why judgment should not be given against him."
Findings
[8] In opposing the Plaintiff's application herein, the Defendant has raised several issues which have been tabulated above. Accordingly, I will deal with each and every issues raised below.
[9] First Issue: Failure on the part of the Plaintiff to prove the terms of the contract
[10] It is the contention of the Defendant that the Plaintiff has failed to prove the exact terms of the contract. Therefore, this in itself exist a triable issue.
[11] In rebuttal, the Plaintiff contended on the issue of contemporaneous documents, namely, the Purchase Orders, Delivery Orders and Tax Invoices form a contract of sale between the Plaintiff and the Defendant. On this point, the Plaintiff highlighted to this Court, s 4 and section 5 of the Sale of Good Act 1957 and the Federal Court's decision in the case Pernas Trading Sdn Bhd v. Persatuan Peladang Bakti Melaka , , whereby, the Court recognised "... the sales invoices and the delivery note being the contract reduced in writing between the Appellant and Respondents...."
[12] The said s 4 states:
"4. (1) A contract of sale of goods is a contract whereby the seller transfers or agrees to transfer the property in goods to the buyer for a price. There may be a contract of sale between one part-owner and another.
(2) A contract of sale may be absolute or conditi
