Matthew Peloso v Vikash Kumar and another

Mr Matthew Peloso founded Sun Electric Pte Ltd (SE). UHP Holdings Pte Ltd (UHP), a special purpose vehicle beneficially owned by an entity under Hector Capital Partners, invested in SE; Mr Vikash Kumar is Hector's Chief Investment Officer. It was undisputed that UHP, SE and three subsidiaries signed an investment agreement on 29 June 2019, a revised agreement on 2 July 2019 giving UHP 80% of the shares for $21,000 per company in return for a best-efforts credit line of US$100m, and a loan facility agreement on 3 July 2019.

In Originating Claim No 179 of 2022, filed on 5 August 2022, Mr Peloso claimed $5.15m under an investment agreement dated 18 November 2019, which he alleged Mr Kumar signed on UHP's behalf, agreeing to buy 51% of SE for that sum. The defendants said the agreement was never signed. Mr Peloso's pleaded case, as particularised, was that the agreement was signed in person, in wet ink, on 20 or 21 November 2019, and that the original was kept by the defendants. The Health Sciences Authority found Mr Kumar's signatures on that document and on the 3 July loan agreement almost superimposable. Mr Peloso's own expert found they aligned almost perfectly and that it was very likely one was copied and inserted from the other. The defendants applied in SUM 2670 to strike out the claim, contending the document was forged. An Assistant Registrar dismissed the application, holding the signature question was for trial. The defendants appealed in Registrar's Appeal No 222 of 2023 to the General Division of the High Court.

1. Whether there is still a triable issue of fact where the claimant's own expert evidence supports the defendant's version on the critical fact.
2. Whether the claim should be struck out as an abuse of process or in the interests of justice under O 9 r 16 of the Rules of Court 2021.
3. Whether the absence of contemporaneous documents, or the claim's alleged commercial illogic, could alone justify striking out.

The court accepted that striking out is reserved for exceptional cases and that the grounds of abuse of process and interests of justice should not be read too widely. The defendants did not rely on the no-reasonable-cause-of-action ground, since no evidence may be admitted under it.

A claimant is bound by his pleadings and cannot shift the goal posts when facing a strike-out application. Mr Peloso's pleaded and sworn case was that Mr Kumar signed the document physically. He ran no alternative case of electronic signing, and the Assistant Registrar should not have accepted counsel's suggestion of one made from the Bar without evidence. Although fact-finding generally belongs at trial, that applies only where facts are genuinely disputed. Here the experts were agreed that the signature had very likely been copied from the genuine 3 July document, and the claimant's expert had been asked exactly that question. The point that the expert said almost impossible rather than impossible was semantics. With his only pleaded case dispelled by his own evidence, sending the matter to trial would not serve the Ideals of expeditious, cost-effective and efficient proceedings. The court also rejected the argument that a strike-out had to wait for affidavits of evidence-in-chief.

The court agreed with the Assistant Registrar that the lack of contemporaneous documents might show a weak case but was not enough on its own, as Mr Leong for the defendants accepted. Nor could alleged commercial illogic, such as buying 51% after already acquiring 80%, be decisive, so the court did not need to analyse those points further.

The High Court allowed the appeal and struck out the claim in OC 179, because the claimant's sole pleaded case was factually impossible on both parties' expert evidence. Parties who could not agree costs were to file written submissions within 14 days.