YONG THIEN YEW v 1. ) LIM CHEE HOW 2. ) SYARIKAT LIM KIAM HOON (DIDAKWA SEBAGAI FIRMA)

Case Significance

Illustrates when the High Court will decree specific performance of an agreement to transfer land against a defaulting party, weighing contemporaneous documentary evidence against an uncorroborated defence of duress.

This High Court decision at Sungai Petani, Kedah, is a full-trial civil suit for specific performance of an agreement dated 16 August 2023. The plaintiff sued the first defendant, and a firm named Syarikat Lim Kiam Hoon joined as a nominal second defendant, over two parcels of land held under Geran 15133, Lot 13983 and Geran 15132, Lot 13982 in Mukim Sungai Pasir, Daerah Kuala Muda, Kedah. The plaintiff's pleaded case was that he had advanced monies to enable the first defendant to purchase the properties on the footing that the first defendant would repay the sum on or before 31 December 2023, failing which he would transfer the properties to the plaintiff; to that end the first defendant executed the agreement, a sale and purchase agreement and the requisite Form 14A memorandum of transfer. When the first defendant failed to honour the agreement and instead lodged a private caveat on the properties, the plaintiff sued for specific performance together with the legal fees paid on the transaction, damages, interest and costs. The first defendant resisted the claim on the basis that he had signed the documents without understanding their nature and under duress, and otherwise put the plaintiff to strict proof. The court rejected the defence, finding the first defendant an evasive and vague witness whose account lacked credibility and whose demeanour reinforced its unreliability, and held that the plaintiff was entitled to specific performance on the strength of the contemporaneous documents, which were interconnected and reflected the parties' intention. It would, the court held, be manifestly unjust to allow the first defendant to enjoy ownership of properties for which the plaintiff had paid. The court ordered the first defendant to execute the Form 14A and the forms to remove his private caveat within 14 days of service of the sealed judgment, failing which the Senior Assistant Registrar would do so, and to pay the plaintiff RM8,726.10 in legal fees with interest at 5% per annum. The judgment is a useful illustration of when the courts will decree specific performance of an agreement to transfer land against a defaulting party.