Salleh Abas FJ:

This is another appeal in which Counsel for both sides argued and we were called upon to decide without the benefit of written grounds of judgment of the trial Judge.

The Facts

The appellants are a company carrying on the business of publishing books and have offices in Kuala Lumpur and Singapore and are also associated with another company called Times Educational Co. Sdn. Bhd. The respondents are a firm of printers carrying on business at No. 538, MacPherson Road, Singapore. Between March 1970 and September 1971 the parties entered into a business relationship regarding the printing of school text books. This relationship would have continued beyond that period, had it not been for irreconcilable differences between them concerning ownership of certain film positives, which were used in the printing of those books. The respondents sent the appellants two bills; one bill for printing charges and another bill for extra charges for reproducing the film positives.

The appellants paid all the printing charges except a disputed sum of RM500 which they claimed to be an overcharge by the respondents. They withheld payment of the extra charges for reproducing the film positives because the respondents claimed ownership of these films. The respondents refused to give up their claim for ownership contending that the films were theirs and that if the appellants wanted ownership, they had to pay not only the agreed extra charges for reproducing them, but also another sum equivalent to 80% of the reproduction charges. A suggestion by the appellants that the respondents could keep the film positives as long as they would continue to print the appellants' books coupled with appellants' assurance to continue to employ the respondents as their printers did not satisfy the respondents. They still insisted that the film positives belonged to them. Because of this insistence the annual printing contract which the parties were negotiating did not come through and as a result the appellants changed their printers and refused to pay the respondents the agreed reproduction charges.

Finally the respondents sued the appellants claiming the sum of RM500 which they alleged was the balance of the printing charges and a further sum of RM28,052 as extra charges for reproducing the film positives whose ownership was disputed. The respondents pleaded that they were entitled to the ownership of the film positives because of the express terms of the contract between them to that effect and also because of a trade usage prevalent in the printing industry. The appellants on the other hand denied that the contract contained such terms and they also denied the existence of the alleged trade usage. As regards the claim of the sum of RM500 the appellants alleged that this was an overcharge.

Harun J who heard the case in the first instance, gave judgment in favour of the respondents on both these sums and therefore ordered the appellants to pay a total sum of RM29,552 at 6% interest and costs without at the same time ordering the delivery of film positives to the appellants. Hence the appellants appealed against this decision.

The Issues

There are two issues in this case. The first one is whether or not the appellants were bound to pay the disputed sum of RM500 to the respondents, whilst the second issue is whether the respondents were entitled to the payment for the extra charges, i.e. reproduction charges without giving up ownership of these film positives to the appellants.

The First Issue

As regards the first issue we are of opinion that the learned Judge's finding and order were clearly erroneous and cannot be supported by evidence as he took no account at all of the admissions made by the respondents that the disputed sum was an overcharge.

The sum of RM500 arose out of the printing of books 3, 4 and 5 of Bahasa Malaysia Sukatan Pelajaran Baharu. The respondents claimed that there was an undercharge of RM450 in respect of Book 3 and RM2