GROUNDS OF JUDGMENT

1. The Plaintiff Arab-Malaysian Merchant Bank Berhad had claimed the following:

a. The sum of RM528,100.00 (as at 24/9/1996);

b. Interest on the said sum at the rate of 8% per annum from the maturity dates of the invoices until full settlement;

c. Cost; and

d. Any other relief that this Honourable Court deems fit and just.

2. It was not disputed:

a. The Plaintiff is a merchant bank incorporated in Malaysia and carrying on inter alia the business of factoring at its main place of business at 23rd Floor Bangunan Arab- Malaysian, 55 Jalan Raja Chulan, 50200 Kuala Lumpur, with its registered office at 22nd Floor Bangunan Arab- Malaysian, 55 Jalan Raja Chulan, 50200 Kuala Lumpur.

b. The Defendant Tupperware Australia Pty Ltd is a company incorporated in Australia, with its registered address in Malaysia at c/o Skrine & Co., 3rd Floor, No. 4 Leboh Pasar Besar, 50050 Kuala Lumpur and place of business at Suite 18.01 Plaza Atrium, Lot 117 Lrg. P. Ramlee, 18th Floor, 50250 Kuala Lumpur and/or 14 Jalan U1/20 Seksyen UI Hicom-Glenmarie Industrial Park, 40000 Shah Alam Selangor and the Defendant's registered address has since changed to c/o Messrs. Skrine, Unit 50-8-1, 8th Floor, Wisma UOA Damansara, 50 Jalan Dungun, Damansara Heights, 50490 Kuala Lumpur.

c. By a Factoring Agreement dated 24/8/1993 between the Plaintiff and Teck Yow Hand Bags Trading Sdn Bhd, it was inter alia agreed that all debts due to Teck Yow Hand Bags Trading Sdn Bhd will be assigned absolutely to the Plaintiff. The Plaintiff will refer to the said Factoring Agreement during the trial for its full terms and effect.

d. By a Letter of Notification dated 2/1/1996 from Teck Yow Hand Bags Trading Sdn Bhd and Letter of Notification dated 5/2/1996 from the Plaintiff, the Defendant was informed of the said Factoring Agreement and the Defendant has also acknowledged their acceptance of assignment of all debts to the Plaintiff.

e. By a Notice of Demand dated 30/12/1996, the Plaintiff through their solicitors, Messrs Kumar Jaspal Quah & Aishah demanded from the Defendant a sum of RM528,100.00 (as at 24/9/1996), which is the amount owing by the Defendant to the Plaintiff but to date the Defendant has failed, refused and/or neglected to settle the same or part thereof.

3. In its defence the Defendant pleaded fraud and raised the issue:

a. That it has never received the particularised invoices nor the goods stated therein.

b. Whether by receiving and acknowledging a Letter of Notification, the Defendant had accepted that all of Teck Yow's debts were assigned to the Plaintiff.

c. Whether the Defendant is obliged to make payment on factored invoices, which were issued fraudulently.

4. Factoring by the Plaintiff is a form of financing that assists suppliers with their cash flow to enable them to sell their goods on credit and yet be able to raise immediate funds to enable them to meet their manufacturing and other costs. The supplier sells its goods to its customer and then raise the invoice against the buyer for the sale and 'sells' the invoice to the Plaintiff at a discount and immediately receive a percentage of the face value of the invoice. In Arab-Malaysian Merchant Bank Bhd v. Boustead Trading (1985) Sdn Bhd , [1994] 1 MLJ 624 Abdul Malek J (as he then was) held:

"Having read and reread the relevant factoring agreement, it was my finding that this was the actual assignment of all Chemitrade's book debts to the plaintiff. The acceptance by the plaintiff could of course be verbal or otherwise as stated in cl. 2(a) and it can be readily implied and inferred in this case that the plaintiff had accepted the factoring of the debts due from the defendant by the letter of notification sent to the defendant by the plaintiff. As cl. 18, it is only necessary when so requested by the plaintiff and the factoring agreement does not make it mandatory. The said factoring agreement, therefore, has complied with s. 4(3) of the Civil Law Act 1956 in that it is an absolutely assignment in w