Non-compete enforceability in Singapore
5 reported judgments · 2 courts · employment law
3 struck down · 1 upheld · 1 mixed (of 5 leading judgments)
Across the five leading Singapore restraint-of-trade judgments analysed here, the covenants were struck down / not enforced in three, upheld in one, and partly enforced / partly struck down in one. A non-compete is prima facie void; a Singapore court enforces it only if the employer proves a legitimate proprietary interest and that the restraint is reasonable. These are decided outcomes, on each case's own facts — not a prediction.
What have Singapore courts decided?
In Singapore a clause that restrains a person from competing — a non-compete, non-solicitation or non-dealing covenant in an employment or business contract — is treated as a restraint of trade and is prima facie void as contrary to public policy. The party seeking to enforce the clause bears the burden of saving it, and the courts apply a two-stage analysis drawn from Man Financial (S) Pte Ltd v Wong Bark Chuan David [2008] 1 SLR(R) 663 and restated in Lek Gwee Noi v Humming Flowers & Gifts Pte Ltd [2014] 3 SLR 27: first, the employer must show a legitimate proprietary interest that the doctrine will protect; and second, the restraint must be reasonable both between the parties and in the public interest. The interests the courts have recognised as legitimate are (a) trade secrets or confidential information, (b) trade connection with clients or customers (and suppliers), and (c) the maintenance of a stable, trained workforce. The reasonableness enquiry is, in the courts' words, "factually sensitive": the scope, duration and geographical reach of the restraint are weighed against the interest it protects, and covenants in the employment context are scrutinised more strictly than commercial ones because of the disparity in bargaining power. Recent Singapore judgments show how this framework is applied. In [2025] SGHC 266 (FirstCom Academy v Oom Academy) the High Court held the restraint-of-trade and non-solicitation covenants unenforceable because the employer failed to prove any legitimate proprietary interest — its asserted interest in a "stable and trained workforce" was not made out — so the court did not need to reach reasonableness and dismissed the claim. In [2025] SGHC 241 (Guy Carpenter v Choi Okmi) the court reached a mixed result: the non-solicitation and non-dealing covenants protecting the firm's trade connection with its clients were enforceable — all three requirements were satisfied — and had been breached, but a further set of covenants was held not reasonable because it was overly broad in time (a 12-month restraint with an 18-month look-back), carried no geographical limit and no activity limit. In [2025] SGHC(A) 17 (Centricore v ATT Systems) the Appellate Division upheld the finding that the former employees had breached their non-compete obligation and declined to entertain a fresh argument that the clause was an unreasonable restraint of trade, because that reasonableness enquiry is factually sensitive and had not been run at trial. Two 2024 High Court decisions on applications to injunct departing employees show the same framework applied at the interim stage, with the employer in each case unable to enforce its non-compete clause. In [2024] SGHC 94 (MoneySmart v Musienko) the court declined to enforce a non-compete against a former Head of Technology: the clause failed the first Man Financial stage because the only interest relied on — confidential information — was already covered by a separate confidentiality clause, and it was in any event unreasonable in scope, geography and duration; the court refused to use the doctrine of severance (the "blue pencil" test) to rewrite the clause and set the injunction aside. In [2024] SGHC 29 (Shopee v Lim Teck Yong) the court reached the same conclusion for the same first-stage reason — the asserted interest in confidential information was already protected by a separate agreement, so there was no legitimate proprietary interest "over and above" it — and dismissed the application for interim injunctions. This page reports how Singapore courts have decided these questions; it is reference information about the law, not legal advice.
These are the enforceability outcomes Singapore courts reached on each case's own facts (the clause, the interest relied on, and the scope/duration/geography of the restraint) — reported as data, not a prediction of how any particular non-compete would be decided, and not legal advice. For an assessment of a specific situation, consult a qualified Singapore Advocate & Solicitor.
What Singapore courts decided in each reported judgment. Each row is the outcome in that specific case on its own facts; the full reasoning and a verbatim line from the judgment are in the breakdown below.
| Judgment | Outcome (enforceable?) | Source cases |
|---|---|---|
[2025] SGHC(A) 17 · SGHC(A) The Appellate Division upheld the finding of breach and declined to entertain the new restraint-of-trade argument, because the reasonableness inquiry is factually sensitive and had not been run at trial. | Upheld — breach found | |
[2025] SGHC 266 · SGHC The High Court held the covenants unenforceable because the employer failed to prove any legitimate proprietary interest — its asserted interest in a stable and trained workforce was not made out — so the court did not reach reasonableness and dismissed the suit. | Struck down — unenforceable | |
[2025] SGHC 241 · SGHC The non-solicitation and non-dealing covenants protecting the firm's client connection were enforceable (all three requirements met) and had been breached; a further set of covenants was held not reasonable for being overly broad — no geographical limit and no activity limit. | Mixed — partly enforced, partly struck down | |
[2024] SGHC 94 · SGHC The High Court declined to enforce the non-compete clause: it failed the first stage of the Man Financial test (no legitimate proprietary interest over and above the separate confidentiality clause, and the digital-insurance field was not the small, specialised industry that would support a stable-workforce interest), and was in any event unreasonable in its scope of activity, geography and duration; the court refused to use severance to save it and set aside the injunction. | Struck down — not enforced | |
[2024] SGHC 29 · SGHC The High Court refused the injunctions: the asserted legitimate interest (protecting confidential information) was already covered by a separate confidentiality agreement, so under Man Financial there was no interest over and above it, and the restraint's geographical reach extended to markets the employee had not worked in; the court found no serious question that the covenants were valid or breached and dismissed the application. | Struck down — not enforced |
The judgments, case by case
On appeal, former employees challenged a finding that they had breached a non-compete obligation, seeking to raise for the first time an argument that the clause was an unreasonable restraint of trade.
The Appellate Division upheld the finding of breach and declined to entertain the new restraint-of-trade argument, because the reasonableness inquiry is factually sensitive and had not been run at trial.
“factually sensitive” — [2025] SGHC(A) 17, the judgment
An employer (FirstCom Academy) sued a former employee and a competitor, relying on restraint-of-trade and non-solicitation/non-dealing covenants.
The High Court held the covenants unenforceable because the employer failed to prove any legitimate proprietary interest — its asserted interest in a stable and trained workforce was not made out — so the court did not reach reasonableness and dismissed the suit.
“the maintenance of a stable and trained workforce” — [2025] SGHC 266, the judgment
Covenants protecting the firm's trade connection with its clients were weighed against a separate, broader set of covenants restraining the former employees for 12 months with an 18-month look-back.
The non-solicitation and non-dealing covenants protecting the firm's client connection were enforceable (all three requirements met) and had been breached; a further set of covenants was held not reasonable for being overly broad — no geographical limit and no activity limit.
“the covenant contains no geographical restraint” — [2025] SGHC 241, the judgment
An online financial-comparison company (MoneySmart) applied to enforce a 12-month non-compete clause against its former Head of Technology after he joined a rival group, relying on its confidential information and an interest in a stable, trained workforce.
The High Court declined to enforce the non-compete clause: it failed the first stage of the Man Financial test (no legitimate proprietary interest over and above the separate confidentiality clause, and the digital-insurance field was not the small, specialised industry that would support a stable-workforce interest), and was in any event unreasonable in its scope of activity, geography and duration; the court refused to use severance to save it and set aside the injunction.
“the claimant has failed to show that the Non-Compete Clause protects a legitimate proprietary interest of the claimant” — [2024] SGHC 94, the judgment
An e-commerce company (Shopee) sought interim injunctions to enforce non-competition and non-solicitation covenants against a former senior employee who had joined a competitor, relying on confidential information and trade connections.
The High Court refused the injunctions: the asserted legitimate interest (protecting confidential information) was already covered by a separate confidentiality agreement, so under Man Financial there was no interest over and above it, and the restraint's geographical reach extended to markets the employee had not worked in; the court found no serious question that the covenants were valid or breached and dismissed the application.
“Shopee has not shown how there are serious questions to be tried about whether the restriction is valid or breached” — [2024] SGHC 29, the judgment
Key questions
When will a Singapore court enforce a non-compete clause?
A restraint-of-trade clause is prima facie void, so the court will enforce it only if the party relying on it discharges a two-stage test set out in Man Financial v Wong Bark Chuan David [2008] 1 SLR(R) 663 and Lek Gwee Noi v Humming Flowers & Gifts [2014] 3 SLR 27: it must protect a legitimate proprietary interest of the employer, and it must be reasonable both between the parties and in the public interest. If no legitimate interest is shown the clause fails at the first stage — as happened in [2025] SGHC 266, where the court did not even reach reasonableness. This describes how the courts have decided the issue; it is not advice on any particular clause.
What counts as a legitimate proprietary interest?
The Singapore courts have recognised three categories of legitimate interest that a restrictive covenant may protect: trade secrets or confidential information; trade connection with clients or customers (and, the courts have said, suppliers); and the maintenance of a stable, trained workforce (Lek Gwee Noi at [58], citing Man Financial). In [2025] SGHC 241 the employer's interest in its trade connection with its clients was accepted as legitimate, while in [2025] SGHC 266 an asserted interest in a "stable and trained workforce" was not made out on the facts.
How do Singapore courts assess whether a restraint is reasonable?
The reasonableness enquiry is, in the courts' words, "factually sensitive": the court weighs the scope, duration and geographical reach of the restraint against the legitimate interest it protects, and scrutinises employment covenants more strictly than commercial ones. In [2025] SGHC 241 a set of covenants was held unreasonable for being too broad — a 12-month restraint with an 18-month look-back, with no geographical or activity limit. In [2025] SGHC(A) 17 the Appellate Division noted that because the enquiry is factually sensitive, a reasonableness argument cannot be raised for the first time on appeal.
What happens to a non-compete clause that goes too far?
Where a restraint exceeds what is reasonable to protect a legitimate interest, the court treats that covenant as unenforceable rather than rewriting it for the parties. In [2025] SGHC 266 the covenants were unenforceable because no legitimate interest was proven; in [2025] SGHC 241 the court enforced the covenants that were reasonable and protected a recognised interest while declining to enforce those that were too broad. The doctrine of severance (the "blue pencil" test) is applied narrowly: in [2024] SGHC 94 the court declined to sever an overly wide non-compete to leave a reasonable remainder, holding that doing so would change the fundamental character of the restraint and that the court would not rewrite the contract for the parties. The outcome therefore turns on the specific terms and the interest relied on in each case.
Related
employment law →Source judgments
Every figure on this page is drawn from a reported Singapore judgment. The cases below are the primary sources; each links to its full judgment.
- [2025] SGHC(A) 17 — Centricore (S) Pte. Ltd. & 7 Ors v Att Systems (S’Pore) Pte Ltd & Anor · primary source
- [2025] SGHC 266 — Firstcom Academy Pte Ltd v Oom Academy Pte Ltd & 3 Ors · primary source
- [2025] SGHC 241 — Guy Carpenter & Company Private Limited v Choi Okmi & 3 Ors · primary source
- [2024] SGHC 94 — Moneysmart Singapore Pte. Ltd. v Artem Musienko · primary source
- [2024] SGHC 29 — Shopee Singapore Private Limited v Lim Teck Yong · primary source
Compiled by the SG Case Law editorial team from primary sources — the judgments themselves and Singapore Statutes Online (sso.agc.gov.sg). · Updated 25 June 2026 · How we compile this
Last updated .