Ramly Ali J:

The Plaintiff's Application

[1] The plaintiff's application before this court (vide - encl. 4) is for an interlocutory injunction seeking for the following interim orders:

(i) An Interlocutory Injunction to restrain the defendants from doing the following acts:

(a) Passing-off or attempting to pass-off or causing, enabling or assisting others to pass-off the healthcare, medical and/or clinical services, not being the healthcare, medical and/or clinical services of the first plaintiff as and for the said services of the first plaintiffs or being associated and connected therewith by the use in the course of trade the name and style "Ng-Lee Medical Centre" or any name or style which is confusingly or deceptively similar to the first plaintiff's business identified reference to the "Klinik Ng dan Lee" by any acts whatsoever;

(b) Either directly or indirectly providing whether as shareholder, partner, consultant, employee or in whatsoever capacity any services which are in competition with the healthcare, medical, clinical and/or other services with the services provided by the Plaintiffs or any of their related companies;

(c) Assisting, aiding or abetting any other party or parties in doing any of the acts prohibited in paras. 1(a), (b) above.

(ii) An Order that the defendants shall with immediate effect take all necessary steps to withdraw and remove the signage outside their premises bearing the name and style "Ng-Lee Medical Centre" and remove all references to the said name "Ng-Lee Medical Center" in any of their documents, correspondence, stationary.

(iii) Costs.

(iv) Such other relief that this court deems just and fit.

(However, at the outset of the hearing of the application, the plaintiff's counsel indicated that the plaintiff will not proceed with prayer i (b) of encl. 4 at the present interim interlocutory stage).

[2] The plaintiff's cause of action is in passing - off and breach of contract. The grounds for making this application are as follows:

(a) The first plaintiff acquired the business of "Klinik Ng dan Lee" including the goodwill and reputation attached thereto;

(b) The plaintiffs entered into various agreements including with the defendants as well as companies to which the defendants had shareholdings to regulate the sale and transfer of the business operating under the name and style "Klinik Ng dan Lee";

(c) There were various terms which included an agreement in restraint of trade which was in consideration for the transfer of the goodwill associated with the business under the name and style "Klinik Ng dan Lee";

(d) The first defendant continued to practice in the clinics identified under the name and style "Klinik Ng dan Lee" owned by the first plaintiff until 31 December 2006 and the second defendant until September 2005;

(e) The defendants then set up a business under the name "Ng-Lee Medical Centre" despite the agreements entered into with the plaintiffs;

(f) The acts of the defendants referred to above tantamount to passing-off and breach of contract;

(g) As a result of the acts of the defendants as stated above the plaintiffs have and will suffer loss and damage to their trade, reputation and goodwill;

(h) Unless restrained by this court, the defendants threaten and intend to continue with the acts stated above.

[3] The defendants have premised their entire defence based on the following contentions:

(i) That the plaintiffs being body corporate cannot hold ownerships of clinics. Various provisions of the Private Healthcare Facilities and Services Act 1998 (PHFSA) and the Medical Act 1971 were cited in support;

(ii) Section 28 of the Contracts Act 1950 would prevent the plaintiffs from enforcing their agreement with the defendants in restraint of trade.

(It is important to observe that the defendants had not taken sufficient steps to address the issues of passing-off which formed the essence of the plaintiffs' case against them.

Plaintiffs' Case

[4] The first plaintiff is in the