JUDGMENTBY: AMBROSE J, BUTTROSE J, TAN AH TAH AND WEE CHONG JIN JJ, LORD GUEST

AMBROSE J In this suit the plaintiff, who is a lighterage contractor, seeks to recover demurrage amounting to $ 30,711.60 from the defendant company under an oral contract alleged to have been made between the parties on or about the 18th October, 1958.

The first question to be decided is whether the alleged contract was made between the parties. The plaintiffs evidence is to this effect. About the middle of October, 1958, he was informed by one K. K. Khoo that there was a consignment of rice for transhipment. The following day Khoo took him to the defendants office, where he met Goh Leh, the manager of their shipping department. There was an Indonesian gentleman present. Goh Leh said that he wanted to give the plaintiff a contract for transhipping rice, that the plaintiff was to do the lightering, stevedoring, towing and sewing of bags, and that the ship would be arriving in two days time. He asked the plaintiff to make the charges as reasonable as possible. The charges quoted by the plaintiff were these:

$ 2.25 per ton for lighterage,

.70 per ton for demurrage,

$ 1.40 per ton for stevedorage,

.12 per ton for towing, and

$ 5.00 per man per day for sewing bags.

Goh Leh accepted the last three charges. He offered $ 2.10 per ton for lighterage and 60 cents per ton for demurrage. The plaintiff accepted the counter-offers. The terms were not put in writing.

The evidence of Goh Leh is a follows. A few days before the 20th October, 1958, he was given a vague idea by Haalebos, the managing director of the defendant company, that a shipment of rice was expected. On the 20th October, he was told by Haalebos about the arrangements made with Aus Suriatna, Director of Indonesia Sugar Line and Indonesia Samudera Line. The Sugar Line operated the "Planet" and the Samudera Line operated the "Incharran." On the same day he received information that the "Planet" was due to arrive that day with 9,000 tons of rice for transhipment to Indonesia. He received a memorandum from Haalebos as to the arrangements a few days later. The memorandum is undated and unsigned. It states in effect:

(1) that the defendants are to act as husbanding agents for the "Planet" for a fee of $ 5,000;

(2) that arrangements had already been made by K. K. Khoo of South Sumatra Shipping Co. on the instruction of Suriatna for the discharge of the rice from the "Planet" into lighters and for shipment to Indonesian ports;

(3) that the defendants are to receive a letter from South Sumatra Shipping Co. declaring themselves responsible for the transhipment of the rice; and

(4) that the defendants undertake to pay disbursements, expenses etc. in respect of the transhipment of the rice and look after the interest of the "Planet."

A document dated the 29th October, 1958, and signed by Lie Keng Hoen, a director, on behalf of the defendant company, and Aus Suriatna, a director, on behalf of the Indonesia Sugar Line states in effect:

(1) that arrangements for the discharge of the rice from the "Planet" and for shipment to Indonesian ports have been made by the Indonesia Sugar Line and are not the concern of the defendants;

(2) that the defendants are, however, to arrange for the necessary import and export permits and to be responsible for the correct declarations;

(3) that the defendants are to act as shippers for the rice shipments on behalf of the Indonesia Sugar Line;

(4) that the defendants are to be paid a commission fee of$ 5,000;

(5) that the defendants are to be refunded payments of on-carriage freight, advances made to the captain of the "Planet" and advances for fuel oil supplies;

(6) that the defendants are to be paid £25,000 to cover initial expenses like on-carriage freight and transhipment expenses; and

(7) that the balance of any money due to the defendants under these arrangements is to be paid by the Indonesia Sugar Line.

Goh L