Su Tiang Joo JC:

GROUNDS OF JUDGMENT

Introduction

[1]The plaintiff’s action against the defendant is for consultation services rendered. The defendant counterclaimed for the refund of monies paid to the plaintiff. After a trial which was heard in part by Justice Ahmad Bin Bache and continued before me, judgment was entered in favour of the plaintiff.

Brief Summary

[2]The plaintiff claims it had made an agreement with the defendant to assist the defendant in the defendant’s plan to set up and operate a resort to be called “The Colonial Hotel and Resort” on the famous island of Langkawi.

[3]The alleged agreement took the form of a Consulting Agreement dated 1 December 2012 with services to commence from 3 January 2013 for 24 consecutive months until 3 January 2015 at a monthly fee of USD 7,000.00 from January 2013 to December 2013, followed by USD 9,000.00 per month from January 2014 to December 2014 and that miscellaneous expenditures related to the services were to be reimbursed. The monthly fees were termed as local fees.

[4]It is also the plaintiff’s case that there was an oral agreement made on or about 1 December 2012 between the plaintiff and defendant for the rendition of international services (“International Services”) at an additional fee of USD 5,000 per month for the same duration as the Consulting Agreement described as international fees. References to the Consulting Agreement would include the alleged provision of the International Services. And, before the expiration of the Consulting Agreement, on 3 January 2015, it is the plaintiff’s case that there was an agreement that it was to be further extended for an additional 24 months on the same terms.

[5]The plaintiff claimed it had carried out its obligations under the Consulting Agreement with monthly reports of its works rendered on a monthly basis from January 2013 until August 2015.

[6]The defendant, however, asserted that there was no contract or agreement, written or verbal between the parties and the plaintiff did not render any consulting services. Alternatively, it asserted that even if there was an agreement between the parties, it is illegal or tainted with illegality, and that the plaintiff’s claim is barred by limitation. The defendant further counterclaimed for the refund of monies it had paid to the plaintiff.

[7]The trial ran for 6 days, with the parties calling 2 witnesses each, and below are the grounds of judgment of this Court.

Core issues

[8]The following core issues call for determination by this Court:

i)Whether there was a contract between the plaintiff and the defendant;

ii)Whether the Consulting Agreement is that produced by the plaintiff in the Common Bundle of Documents marked as B1 (“CBOD B1”) in pages 1 to 7;

iii)Whether services were carried out by the plaintiff;

iv)Whether there was an oral agreement extending the lifespan of the Consulting Agreement from 3 January 2015 to 31 August 2015;

v)Whether there was an agreement between the plaintiff and the defendant for the provision of International Services;

vi)Whether the agreements entered into between the plaintiff and the defendant were tainted with illegality;

vii)Whether the claim by the plaintiff is barred by limitation;

viii)What is the relief, if any, is to be given to the plaintiff and the defendant on their respective claim and counterclaim.

[9]I will now deal with each of these issues.

i) Whether there was a contract between the plaintiff and the defendant

[10]The defendant asserts there was no contract made between it and the plaintiff because the Consulting Agreement (“CA”) of 1 December 2012 produced as evidence in CBOD B1 pages 1 to 7 carries the names of the contracting parties as between the plaintiff and one Colonial Beach and Spa Resort (i.e. without the words “Sdn Bhd”).

[11]In short, the defendant asserts it is a private limited company incorporated in Malaysia by the name of Colonial Beach and Spa Resort Sdn. Bhd. and the party named in the CA is not the defendant.

[12]However, I observed