Lakshmi Anil Salgaocar suing as the Administratrix of the Estate of Anil Vassudeva Salgaocar deceased v Purnima Anil Salgaocar

Lakshmi Anil Salgaocar, sole administratrix of the estate of her late husband Anil Vassudeva Salgaocar, who died in Singapore on 1 January 2016, applied in Summons No 2031 of 2022 in Originating Claim No 49 of 2022 for an interim injunction against her daughter, Purnima Anil Salgaocar, a beneficiary. Before his death, the deceased had begun HC/S 821/2015 against a third party over assets which the estate alleges make up a large part of the estate's assets outside India.

The daughter became dissatisfied with her mother's administration and alleged, among other things, a failure to account. Two settlement agreements followed; the second, dated 27 May 2021, provided for accounts by an independent accountant, lump sums and monthly payments of S$15,000. Clause 11 said that, provided the agreement was fully complied with by the mother, the daughter would not bring further litigation over the assets outside India until HC/S 821/2015 was resolved, and Clause 18 said that on any breach the parties could only sue on the agreement. A dispute arose over the accounts, and the daughter filed HCF/OSP 6/2022 seeking an account and an independent auditor. The mother treated this as a breach, stopped the monthly payments, and sought the injunction. The daughter has appealed in Civil Appeal No 81 of 2022.

1. Whether the negative covenant in Clauses 11 and 18 was conditional on the mother fully complying with the second settlement agreement.
2. Whether the mother had forgone her right to rely on the agreement by stopping payments and claiming back sums paid.
3. Whether the injunction should be granted as a matter of course or under the balance of convenience test.

Reading the agreement as a whole, as Zurich Insurance (Singapore) Pte Ltd v B-Gold Interior Design & Construction Pte Ltd [2008] 3 SLR(R) 1029 requires, Clause 11 had to be read with Clause 18, which applied to both parties and sat in a General section governing the whole agreement. Together they barred either party from suing the other until HC/S 821/2015 was resolved, except for breach of the agreement. A settlement supersedes the original cause of action, so the daughter's rights to an account now lay only under the agreement. There was therefore no need to decide whether the mother had in fact failed to provide accounts.

The mother's stopping of payments was itself a breach, for which the remedy was to sue on the agreement, as the daughter had in fact done. Claiming back sums paid was not inconsistent with holding the daughter to the agreement; by parity with CSDS Aircraft Sales & Leasing Inc v Singapore Airlines Ltd [2022] 1 SLR 284, an action for damages is not acceptance of repudiation.

Under RGA Holdings International Inc v Loh Choon Phing Robin and another [2017] 2 SLR 997, an injunction to restrain breach of a negative covenant is normally granted as a matter of course, without the balance of convenience test. The breach was clear, and there was no particular hardship, since the daughter could still sue for specific performance.

The High Court allowed the application and granted an interim injunction restraining the daughter from bringing any proceedings, other than for breach of the second settlement agreement, until HC/S 821/2015 is disposed of.