Luo Li v Corpbond Holdings Pte. Ltd. and another

Luo Li sued Corpbond Holdings Pte Ltd and Niu Liming in Originating Claim No 144 of 2023 over the loss of S$1,800,000. She asserted that she paid that sum for shares in a company called New Star, which lent it on to NutryFarm, and alleged that the defendants were bound by contract and fiduciary duty to see that the loan was repaid. The key complaint appeared to be an extension of time for repayment that, on her case, the defendants had no authority to grant.

The defendants brought third party proceedings against Chan Wing Hang, by a third party notice dated 24 January 2025 and a Joint Statement of Claim dated 6 May 2025, for fraudulent and negligent misrepresentation. They claimed that Chan had represented that he was Luo Li's agent with authority to agree to the extension. Chan applied to strike out those pleadings, the Assistant Registrar dismissed his application, and Chan appealed in Registrar's Appeal No. 154 of 2025.

1. Whether the third party pleadings disclosed no reasonable cause of action
2. Whether it was in the interests of justice to strike out the third party pleadings as plainly unsustainable

Chan argued that the pleadings did not make out a false representation of fact or reliance. The court applied the test in Gabriel Peter & Partners (suing as a firm) v Wee Chong Jin and others [1997] 3 SLR(R) 649: a claim with some chance of success on the pleaded allegations should not be struck out merely because it is weak. The pleadings were detailed enough, and the apparent tension in the defendants' position on reliance went to the merits for the trial judge. If Chan wanted more detail, he could seek further and better particulars.

On the second ground, the court referred to The “Bunga Melati 5” [2012] 4 SLR 546, under which a claim is struck out only if plainly or obviously unsustainable. The absence of an express reference to the loan agreement in a pleaded conversation did not make the claim fanciful. On Chan's own evidence there had been exchanges about the loan involving Luo Li, and no document contradicted the alleged facts.

The High Court dismissed Chan's appeal on both grounds, leaving the third party claim to go to trial. Costs of the appeal and of the hearing below were reserved to the trial judge.