Siti Norma Yaakob JCA:

[1] The present proceedings stem from a civil suit initiated by the appellant against the respondent and the trial of the suit is a test case for 116 other cases brought by various persons who share similar claims like the appellant against the same respondent.

[2] The appellant is the occupier of premises built by the respondent on a piece of land known as Lot PTD 7244, in the Mukim of Johor Bahru, District of Johor Bahru, State of Johor, covering an area of about 79 acres. The land originally belonged to the State Government of Johor but has since been alienated to the respondent (the investment arm of the Government) who developed it into a housing estate known as Tampoi Housing Estate and built 999 units of low cost houses and rented them out to displaced persons like the appellant.

[3] The terms and conditions of the appellant's tenancy are governed by a tenancy agreement dated 6 September 1977 and for the purpose of this appeal, cls 1, 2(1), 4(3a) and (b) are most pertinent. They set out:

(1) the period of the tenancy to be three years effective from 1 August 1977 to 31 July 1980;

(2) the monthly rental to be RM55.50;

(3) the option to be granted to the appellant to purchase the premises at the expiry of the tenancy at a price to be determined by the respondent and provided that the appellant had not committed, any breach of his obligations under the agreement;

(4) that such option may be exercised by the appellant giving written notice of his intention to purchase the premises not less than three months before the expiry of the tenancy; and

(5) that in the event the option is exercised, the total rental paid and the deposit made shall be calculated and treated as part payment towards the purchase price.

[4] The appellant exercised his option to purchase the premises by his letter dated 22 June 1980 and although it was made out of time, the respondent waived the breach by offering to sell the premises to the appellant for a sum of RM14,000. The offer and other conditions attached to the offer are contained in the respondent's letter dated 12 October 1981, which also gave the respondent 14 days from the receipt of the letter within which to accept the offer The appellant did not accept the offer as he considered the purchase price to be unreasonable and excessive, particularly when the respondent had already represented to him at a meeting held three years earlier on 26 September 1978, that the premises would be sold to him at the price of between RM7,000 - RM8,000. When attempts at negotiating for the price failed, the respondent by its letter dated 19 November 1981 withdrew its offer for non-acceptance. By letter dated 31 December 1985 the respondent gave notice to the appellant to vacate the premises by 31 January 1986. When the appellant failed to comply, a second notice dated 29 July 1986 was issued by the respondent's solicitors giving the appellant time until 31 August 1986 to quit and deliver vacant possession of the premises. He has to date not done so.

[5] In proceedings filed against the respondent in March 1986, the appellant claims inter alia for:

(1) a declaration that he is entitled to purchase and the respondent is obligated to sell the premises to him;

(Interestingly this prayer does not specify the purchase price, the very crux of the dispute between the parties).

(2) specific performance of the tenancy agreement;

(3) damages in addition to or in lieu of specific performance; and

(4) an injunction restraining the respondent from evicting him from the premises.

[6] Whilst denying liability to the appellant's claims, the respondent has also counterclaimed principally for arrears of rental from August 1985 to January 1986, vacant possession of the premises and mesne profits at RM110 per month from February 1986 to date of vacant possession.

[7] In the Court below, the trial Judge, inter alia, dismissed the appellants claim with costs, and in allowing the respondent's counterclaim entered judgm