Gopal Sri Ram J:

Introduction

[1] This is an appeal from the decision of Chan J (now JCA) given on 12 July 1994, whereby he dismissed an application by the appellant to remove a caveat lodged by the respondents against the appellant's title to certain property. We heard this appeal on 14 & 15 February 1995 and reserved our decision to 16 February, when we unanimously allowed it and made certain consequential orders. We indicated to Counsel that reasons will be given and these are now produced.

[2] Now, when I first read the record of appeal, I formed the view that this was a tolerably plain case. I must say that at the conclusion of two days of argument, accompanied by the copious citation of authorites, and after the dust of vigorous conflict had settled, my initial view remained unchanged. The appeal remained what it had always been: a tolerably plain case. Accordingly, I was first minded to deal shortly with the one point of any importance in this appeal. But I decided against such a course for that would have meant disregarding, almost entirely the efforts of Counsel who appeared before us: and that to my mind did not seem fair. I have therefore chosen a more arduous route to arrive at the same conclusion at which I would have arrived, had I kept to the course that first presented itself to me.

The Facts

[3] There are four parties concerned in this case. They are the appellant, the respondents, the purchaser, Quill Construction Sdn Bhd (whom I will refer to throughout this judgment as "Quill") and a Madam Low Moi Ing (whom I shall refer to as "Low"). Of these only two are involved in the present litigation: Quill and Low are not.

[4] The appellant is the registered proprietor of all that land held under Geran No 890 for lot No 22592 in the District of Kuala Lumpur ("the land"). There is a building on the land. It is a shop-house with the address No 12 Jalan Telawi Dua, Bangsar Baru ("the premises"). Common knowledge has it that that locality is one of the more popular commercial-cum-residential areas in the City.

[5] The respondents are Malaysians. They have a business in Singapore styled "Tomlinson Antique House." They wanted to ply their trade at Kuala Lumpur and needed premises for that purpose. So, on 8 July 1993, they entered into a tenancy agreement ("the tenancy agreement") with the appellant to rent the whole of the ground floor of the premises for a period of two years. It is a very poorly drafted document. Counsel suggested that it was probably drafted by an estate agent. I have little doubt that it was. Let me add that there is grave danger in entrusting the drafting of tenancy agreements to nonprofessionals and this case is a good example of it.

[6] As I said a moment ago, the appellant let only the ground floor of the premises to the respondents. There were several other tenants occupying other floors of the premises. But the first recital of the tenancy agreement says something different. This is how it reads:

1. The tenants shall take and the landlords shall let all that premises known as 12 Jalan Telawi Dua, Bangsar Baru, 59100 Kuala Lumpur (hereinafter called 'the premises') together with the fixtures, fittings and interior decoration items now in the premises (specified in the fixtures and fittings schedule) for the term at the rent and upon the terms hereinafter mentioned.

[7] The second recital, which has been the source of so much trouble in this case and around which this case has really gravitated, reads as follows:

2. The premises shall be rented to the tenants for 2 years commencing 1 August 93 (rent free) to 31 August 95, plus a further 2 years option."

[Emphasis Supplied]

[8] Encik T Thomas who appeared for the appellant before us, but not in the Court below, pointed out that that is the only place in the whole of that unfortunate document where there is any mention of an option to renew. Yet, as events turned out, those few words upon which I have laid emphasis were to engage our attention for the be