The court denied summary judgment, emphasizing that material issues regarding contract validity, unjust enrichment, and estoppel require a full trial for resolution.

JUDGMENT

Norhanum Hassan M:

Introduction

[1] In this case, the Plaintiffs, Mohd Adrin bin Mohd Daud and Nurul Izzwana binti Abdul Rahim have filed a claim against the Defendants, Abduh Waren bin Kandil and Arya Nailah binti Jubit Rudy, concerning the funds they provided to run a hair salon business. The Plaintiffs seek summary judgment under O 14 of the Rules of 2012, arguing that the Defendants have failed to return the spent capital funds.

Issues Considered

1. Existence of a Valid Contract

[2] The Court examined the elements of a valid contract, including offer, acceptance, intention to create legal relations, and consideration. According to the Statement of Claim, the Plaintiffs claim an agreement was made with the Defendants to start a joint business. The Plaintiffs contributed capital amounting to RM39,303.33. However, there is no written document explicitly binding both parties. Whether this agreement satisfies the requirements of a valid contract or is merely a social or friendly arrangement requires further examination. This principle is explained in Tan Sri Abdul Khalid Ibrahim v. Bank Islam Malaysia Bhd ; [2012] 7 MLJ 597; [2012] 3 CLJ 249 and Balfour v. Balfour [1919] 2 KB 571 (UK) .

2. Friendly Loan or Contractual Obligation?

[3] The Court considered whether the funds provided by the Plaintiffs constituted a "friendly loan" or a business investment with an obligation to repay. If the funds were provided as a friendly loan without clear terms, the Defendants may not legally be obligated to return them. Conversely, if evidence shows that the funds were given as an investment with a promise of repayment, this could form a binding contract. This issue refers to Syarikat Pesaka Antah Sdn Bhd v. Golden Approach Sdn Bhd [2021] 1 MLJ 153 , emphasising the need to prove clear repayment terms.

3. Repayment Claimed by the Plaintiffs

[4] The Plaintiffs insist that the Defendants agree to return the capital funds in instalments. However, the Defendants dispute this claim, asserting that no such obligation exists. The factual discrepancies concerning the agreement's nature and the repayment terms require further assessment.

4.Issue of Unjust Enrichment

[5] The Plaintiffs have raised the issue of unjust enrichment, arguing that the Defendants unjustly benefited from the funds spent without providing equivalent consideration. In Dream Property Sdn Bhd v. Atlas Housing Sdn Bhd ; 2015 MarsdenLR 1192 ; ; [2015] 2 AMR 601 , the Court held that unjust enrichment occurs when one party receives a benefit without legal justification. The UK case Barton And Others v. Morris And Another In Place Of Gwyn Jones (deceased) [2023] UKSC 3 and the Singapore case Wee Chiaw Sek Anna v. Ng Li-Ann Genevieve [2013] 3 SLR 801 also support this principle.

5. Issue of Estoppel

[6] The Court also considered whether estoppel could be invoked. The Plaintiffs argue that the Defendants, through their actions and representations, created the impression that the funds would be returned, leading the Plaintiffs to act in reliance on that promise. In Boustead Trading (1985) Sdn Bhd v. Arab-Malaysian Merchant Bank Bhd ; 1995 MarsdenLR 1458 ; [1995] 4 CLJ 283; [1995] 3 AMR 2871 , the Federal Court of Malaysia held that estoppel may prevent a party from denying a representation if another party has relied on it to their detriment. Thus, this issue also requires trial to determine the Plaintiffs' reliance on the Defendants' representations.

6. Triable Issues

[7] The Court finds that all these issues warrant a full trial. In MMI Industries Sdn Bhd v. Let Sin Industries Sdn Bhd ; 2004 MarsdenLR 3610 ; 2009 MarsdenLR 4280 , the Court emphasised that summary judgment should be denied if material issues require a trial. The Singapore case Esben Finance Ltd v. Wong Hou-Lianq Neil [2022] SGCA(I) 1 also underscores the importance of a complete examination of disputed facts.

Decision

[8] Based on the facts and case law, the Plaintiffs' application for summary judg