签了新的合约，之前的合约还有效? [2021] MLJU 1604

1. 被告是发展商公司(第二被告)和发展商公司的董事兼股东(第一被告)。原告对被告提出诉讼，要求被告退还购买两个店铺的“压抵金”。
2. 根据原告的说法，被告在2012年时同意卖出2个店铺给他。被告同意以总价值3百万令吉售出，条件是原告必须先支付500千的定金。第一被告签了一份文件，文件承认此安排。原告随后开了500千的支票给第一被告，剩余的尾数是250万。然而被告之后告诉原告，这500千的订金将不会在买卖合约里显示其付款，原告必须先付3百万，被告答应会在原告签署买卖合约的那天退还500千，但是被告没有实现他们的退款承诺。
3. 被告对此做出否认。他指原告所支付的500千其实只是佣金，以让被告以每个单位150万令吉的优惠价出售这两个店铺给原告。被告也否认上述的文件(承认要退款)是他所签署的。
4. 在法律上，当对方挑战我方的文件不是该人的签名，我方必须先证明其文件是该人签的，而且是合法有效的。当我方呈交文件，想用此文件为我方证据，我方必须证明其文件是真是存在，并有效的。如果我方无法证明此文件的存实，我方便无法履行举证责任，那么我方的诉讼只有败数。the onus of proving the genuineness of a document is cast upon the party who produces it and asserts its validity.
5. 法庭觉得原告成功证明了被告签了上述的文件，而被告却无法提出证据，证明其文件不是他签的。在没有欺诈或虚假陈述(误导)的情况下，你签下文件，你就受文件里的内容/条款约束。所以法庭决定被告确实签了上述文件，所以被告是被上述文件约束的。
6. 然而，在双方在后来，签署的买卖合约里，有个条款注明，任何在买卖合约之前的理解、谈判和合约都变成无效。所以，原告不能再依赖之前的合约(既是注明被告会退还500千给原告的上述文件)，上述文件已经失效。所以原告不能以这份之前的合约(上述文件)的条款，来要求被告退款。
7. 另外，根据原告的说法，被告本应退还500千给原告。如果真有此事，照常理，一个正常人应该发送提醒、Whatsapp信息或电邮对方，追溯欠款。但是，这么重要的证据(如有)却没有呈交进法庭，或许从来就没有这样的追溯，所以法庭也很难相信原告的版本故事是真实的。原告也没有解释为什么在提出诉讼之前，没有先发律师信给对方。
8. 而且原告在盘问被告证人的时候，并没有挑战被告证人，说他们曾经通知原告会先付3百万和答应会在之后会退款500千 （法庭的游戏规则：在盘问对方证人时，我方必须将我方版本的故事提出，然后盘问+挑战对方证人。如果我方没有把我方版本故事提出+盘问对方证人，这就意味我方已经放弃了我方版本故事，而承认对方的版本故事）。The final unsatisfactory aspect of the plaintiff’s case is that it was never put to the defendants that they had asked him to pay RM3 million and agreed to refund the RM500,000.00 after the signing of the agreement.
9. 法庭觉得买卖合约已经取消所有之前的合约(包括上述文件)、原告没有提出证据证明被告在签署买卖合约的时候，答应退还500千、原告也没有在盘问被告证人时，挑战证人+提出双方在签署合约的时候，被告是同意退款500千给原告、原告近6年来都不曾追讨500千退款，却在最近双方起争执的另一个法庭诉讼后才提告被告。因此驳回了原告的提控。

详细的案情和判决，请阅读以下的英文版文章。

The Trial

1. This action is brought by the plaintiff, Lee Teck Lip against the defendants Lee Kok Thian and Thien Seng Chan Sdn Bhd for the refund of monies arising out of an agreement to purchase two shoplots.

Background Facts

2. The plaintiff and the first defendant were goods friends who had many business dealings with each other. The first defendant is a director and shareholder in the second defendant, a property development company.
3. In 2012, the second defendant was involved in a housing development project known as D’ Kebun Commercial Centre at Kota Kemuning, Selangor. The project involved the construction of 5 storey shoplots for sale to the public. The plaintiff approached the first defendant to inquire about the development and was informed that the selling price was yet to be determined and the estimated selling price for each unit was between RM2 million to RM2.3 million.
4. On 3 January 2012, the plaintiff and the first defendant met at a coffee shop. There, the plaintiff handed to the first defendant a banker’s cheque for RM500,000.00 made payable to the second defendant. There is a dispute as to the purpose of this payment. The parties’ versions of events differ on this point.
5. On 20 September 2012, the second defendant, sold two shoplots to the plaintiff’s nominess, Vicmeta Composite Sdn Bhd and Foamcrete Cornice JV Sdn Bhd (who are named as the third and fourth defendants in the counterclaim). The transaction was effected via 10 sale and sale and purchase agreements (hereinafter referred together as ‘the agreement’) i.e. one agreement for each level. The agreement was prepared by the defendants solicitors.
6. Clause 12.10 of the agreement provided “this Agreement shall supersede any other agreements, letters, correspondences (whether oral or written or expressed or implied) entered prior to this Agreement.” It further stated that the purchase price for each shoplot was RM2.2 million.
7. The total purchase price payable under the agreement was therefore RM4.4 million. The second defendant issued credit notes for RM1.4 million and as a result the plaintiff paid only RM3 million for the two shoplots.
8. In April 2018, the plaintiff instituted this action against the first and second defendants for the return of the deposit with interest and costs. No notice of demand was issued to the defendants prior to the filing of this action. The defendants denied liability and brought a counterclaim for the balance of the purchase price amounting to RM1.4 million.

Case for the Plaintiff

9. It was the plaintiff’s case that the defendants had on 3 January 2012, agreed to sell to him two shoplots at RM3 million on condition he paid in advance a sum of RM500,000.00 as deposit and/or upfront payment towards the purchase price. This first defendant signed a document (“the disputed document”) acknowledging the terms agreed between them. According to the plaintiff, the cheque for RM500,000.00 was handed to the first defendant pursuant to this oral agreement as upfront payment. The balance payable to the defendants was RM2.5 million. 原告的版本，被告同意卖给原告2个店铺，总价值3百万，条件是原告必须先支付500千的定金。第一被告签了一份文件，文件承认此安排。被告开了500千的支票给第一被告，尾数这是250万。
10. It was also the plaintiff’s case that, however, before the signing of the agreement, the defendants told him that the initial payment of RM500,000.00 would not be reflected in the agreement, and required him to pay the full RM3 million on their promise to refund the said sum on the date of the signing of the sale and purchase agreement. The plaintiff alleged that in breach of the promise made, the defendants have failed to refund the deposit paid. 被告告诉原告说，500千的订金将不会在买卖合约里显示其付款，原告必须先付3百万，被告答应会在原告签署买卖合约的那天退还500千，但是被告没有实现他们退款的承诺。

Case for the Defendants

11. The defendants denied that the first defendant had signed the disputed document. It was the defendants case that the plaintiff paid the RM500,000.00 as commission or consideration to persuade them to sell the two shoplots at a special discounted price of RM1.5 million each. The defendants alleged that it was for this reason they decided to give the plaintiff a rebate of RM1.4 million by way of two credit notes of RM700,000.00 each. The defendants denied they had agreed to refund the RM500,000.00 on the date of the signing of the sale and purchase agreement.

Counterclaim

12. The defendants pleaded in the alternative, that if they are held liable to refund the RM500,000.00, they are entitled to recover the balance purchase price of RM1.4 million from the plaintiff or Vicmeta Composite Sdn Bhd and Foamcrete Cornice JV Sdn Bhd (the third and fourth defendants, respectively, in the counterclaim).

The Issues

13. Thus, on the pleadings the principal issues to be decided are:

(a) Whether the first defendant signed the disputed agreement;

(b) If the answer is in the affirmative, whether the sale and purchase agreement has superseded the disputed agreement, so that the disputed agreement was no longer enforceable by the plaintiff; and

(c) If the answer is again in the affirmative, whether the defendants had agreed to refund the RM500,000.00 on the date of the signing of the agreement.

Witnesses/Evidence

14. The plaintiff and the first defendant were the only witnesses who gave evidence. The first defendant gave evidence in support of his, and the second defendant’s case. The plaintiff’s case rested on the disputed document, whilst the defendants relied, among others, on a company resolution dated 27 February 2012 in support of their defence.
15. Neither party called a handwriting expert nor the lawyer who prepared the agreement as a witness.
16. Both the disputed document and company resolution were placed in Part C. The disputed document was type written in Bahasa Malaysia and read as follows:

“Saya mengakui menerima RM500,000/= daripada anda. Wang ini sebagai deposit untuk 2 unit semi-D kedai 4.5 tingkat di Jalan Kebun (dekat Kota Kemuning) yang akan saya bangunkan dan jual kepada anda (atau 2 syarikat anda) pada lebih kurang May 2012. Harga bagi setiap unit Semi D ini adalah RM 1.5 juta”

17. It bore a signature which the document itself described as the first defendant’s signature. In the course of the trial, counsel for the defendants informed the court that she had no objection to the disputed document being marked as exhibit P1 when the plaintiff acknowledged in his testimony that the same was prepared by him.
18. That brings me to the company resolution. It stated that the second defendant has received RM500,000,00 from the plaintiff as consideration for a discount or rebate of RM500,000 – 700,000 on the purchase price. The resolution bore several signatures. The first defendant testified that one of the signatures was his, and applied to have it marked as an exhibit.
19. The plaintiff strenuously objected on the ground that the company secretary should have been called to produce it since it was in English and the first defendant was illiterate in English. I accepted this submission and held it inadmissible.

Did the first defendant sign the disputed document?

20. It is settled law that in a civil case the onus of proving the genuineness of a document is cast upon the party who produces it and asserts its validity. In Letchumanan Chettiar Alagappan @ L Allagappan (As Executor To Sl Alameloo Achi Alias Sona Lena Alamelo Acho,Deceased) & Anor V Secure Plantation Sdn Bhd [2017] 4 MLJ 697, the Federal Court observed: “It would pan out that the respondent, who was the plaintiff, had both the ‘burden of proof’ to make out a prima facie case as well as the initial onus of proof to adduce evidence to prove the claim. The onus of proof would only shift to the appellants if the respondent had made out a prima facie case… that there is an onus on a party tending a document, which is challenged as being a forgery, to prove it is in fact genuine’ (Club Deluxe Ltd v Club Metropolitan Ltd [1995] 2 HKLR 69 at p 88 per Penlington JA). ‘Where the genuineness of a deed on which the plaintiff sues, is put in issue, the burden lies on the plaintiff of proving not only the execution, but the bona fides of the deed; Brajeshware Peshakar v Budhanuddi And Anr (1881) ILR 6 Cal 268’ (Indian Evidence Act 10th Ed by Sir Henry Stewart Cunningham). ‘We believe the onus is on the party who produces (the document), and asserts its validity…. Given so, the respondent had to discharge the burden as well as the initial onus before the onus could shift to the appellants. If the respondent had not discharged that burden and onus of proof, then the claim should be dismissed, regardless of whether the defence of forgery had or had not been made out.

Potior est condition defendantis. The SPA and the instrument of transfer were both executed by Kalidas. The appellants disputed that Kalidas was the lawful attorney of the first appellant. Hence, the respondent had the initial onus to prove that Kalidas was the lawful attorney. 当对方挑战我方的文件不是该人的签名，我方必须先证明其文件是该人签的，而且是合法有效的。It was not the case where it was proved that the document bore the alleged signature of the defendant, where the onus would then shift to the defendant (see Udebhan Zangoji Patil v Vithoba Ukandaji Dhangar AIR 1939 Nagpur 78, 79), and where failure to prove forgery could mean that the alleged signature of the defendant must therefore be that of the defendant. It was not like Alwie Handoyo v Tjong Very Sumito and another and another appeal [2013] 4 SLR 308, where the guarantor alleged that the guarantee was a fabrication, and the onus was upon the guarantor to prove fabrication. …” 当我方呈交文件，想用此文件为我方证据，我方必须证明其文件是真是存在，并有效的。如果我方无法证明此文件的存实，我方便无法履行举证责任，那么我方的诉讼只有败数。

21. Applying the above proposition of law to the instant case, it would follow that the plaintiff bore the initial onus of proving that the signature on the disputed document was that of the first defendant. In this regard, the plaintiff gave direct evidence that the first defendant signed the disputed document in his presence on 03.01.2012. This is sufficient, in my judgment, to shift the onus to the first defendant.
22. The first defendant maintained that he did not sign it. The burden of proving forgery lies on the party alleging it. Apart from his oral evidence, the only other piece of evidence that the first defendant relied in support of his defence of forgery was his police report. But what was most glaring was that the first defendant did not produce any specimen signatures to support his plea of forgery or call an expert witness. A visual comparison of his signatures appearing on the documents filed in court showed that his signature was always different.
23. After considering the evidence, I find that the first defendant failed to discharge his burden of proving on a balance of probabilities that the signature on the disputed document is a forgery. I therefore find that the signature on the disputed document is that of the first defendant.

Whether agreement superseded the disputed document

24. It is trite that a party who signs a document containing contractual terms is bound by it in the absence of fraud or misrepresentation. The plaintiff signed the agreement in the instant case. He does not allege fraud or misrepresentation. It would follow that he is bound by the terms of the agreement. 在没有欺诈或虚假陈述(误导)的情况下，你签下文件，你就受文件里的内容/条款约束。
25. The terms in the disputed document were clearly and expressly superseded by clause 12.10 of the agreement, which provided that the agreement superseded any prior understandings, negotiations and agreements with respect to the sale and purchase of the shoplots. I therefore find the disputed agreement ceased to have effect on the execution of the sale and purchase agreement dated 20 September 2012. 买卖合约里有个条款注明，任何在买卖合约之前的理解、谈判和合约都无效。所以，原告提出并依赖的之前合约(原告和被告签署的合约，注明被告愿意退还500千给原告)，已经失效。所以原告不能以这份之前合约(被告也否认签过这份之前合约)的条款，来要求被告退款。
26. I further find that the agreement had been intended by the parties to be the instrument governing the sale and purchase transaction between them for the shoplots, superseding all previous arrangements or correspondence or agreements.

Whether the defendants had represented to the plaintiff that they would refund the RM500,000.00 on the date of the signing sale and purchase agreement

27. Having found that the agreement superseded the disputed document, I turn to the issue of whether the defendants had represented to the plaintiff that they would refund the RM500,000.00 on the date of the signing of the agreement.
28. The agreement in the instant case does not indicate that any deposit was paid by the plaintiff towards the purchase price. I pause here to observe that if the terms in the disputed document had continued to be binding and enforceable, the balance purchase price due to the defendants would have been RM2.5 million. However, the plaintiff paid RM3 million to the defendants under the agreement.
29. It was the plaintiff ‘s case that he paid RM3 million at the request of the defendants as they had made a representation to refund the RM500,000.00 on the date of the signing of the agreement. It is trite that the legal burden to prove an allegation lies on the party asserting the allegation. The true meaning of the rule is that where a given allegation forms an essential part of a party’s case, the proof of the allegation rests on him.

Some Unsatisfactory Aspects about the Plaintiff’s Evidence/Case

30. The burden is thus on the plaintiff to prove this allegation. However, there are a number of a number of unsatisfactory aspects about the plaintiff’s evidence. The first unsatisfactory aspect of the plaintiff’s case is that no evidence was given by him to show when and how this representation was made to him. The plaintiff chose to make a bare assertion that the defendants had asked him to pay RM3 million and agreed to refund the RM500,000.00. With no particulars of the alleged representation, the plaintiff’s assertion that it was made to him is of doubtful validity. 证人必须解释清楚、清楚的供证、清楚说出事情的经过、说出几时和如果被告是如何陈述+许下承诺。原告必须述说+提出关键经过、情况、证据。
31. The second unsatisfactory aspect of the plaintiff’s evidence is that he seemed to suggest that it was the defendants lawyer who had made the representation. In this regard, the plaintiff’s counsel in his written submission argued:

“The plaintiff submit that at the time of signing the SPA, the defendants informed the plaintiff the RM500,000.00 will be returned as it will not taken as the deposit, and the plaintiff have to get a loan to finance the purchase of RM1,500,000.00 each. During the re-examination, the plaintiff’s witness states as follows:-

“PP: You are also referred to this part D1, the SPA. One of the page that they are referring to you is the page 1, no. from page 1 to 31, this one of the example, because you confirmed that all the 10 SPA are the same, so they take one example which is from page 1 to 31. And then they asked you a questioned, they say that the selling price as stated in this SPA 2.2. million, and your answer is that you do not agree, and then they also say that you only get 1.5 million loan, that is why you request or beg for the defendant to give you discount to match the loan. Can you explain to the court what actually happen?

PW1: Based on the letter that last time Mr Lee Kok Tian when he received the RM500,000.00, then agreed on the price, is 1.5 million, when Lee Kok Tian lawyer asked me to sign the SPA, they give a standard SPA, whereby the price inside is 2.2. million. And they said he explained that they will give me discount by issuing credit note. In fact, the price of 1.5 million is in January 2012 that time, already determined, they have their own standard pricing of 2.2 million now what they can do is by issue credit note, and also refund the RM500,000.00 to me.”

32. If indeed this was true, the plaintiff could have called the lawyer to give direct evidence as to what transpired. The lawyer was central to proving the plaintiff’s version of the events, but this was not done and no explanation was advanced for this failure. The plaintiff’s failure to do so in my view, greatly undermines his case.
33. Next, and crucially, the plaintiff claimed the refund was to take place at the date of the signing of the agreement i.e. 20 September 2012. One would therefore expect the plaintiff to have sent reminders, whatsapp messages or emails to the defendants when they defaulted. However, there is a conspicuous absence of any evidence of this sort for close to 6 years. On such a crucial and contested point it was incumbent on the plaintiff to adduce evidence. Absent such evidence, it is difficult to believe the plaintiff’s allegations on this issue. The plaintiff also proffered no reasonable explanation why the action was filed without first issuing a notice of demand to the defendants. 根据原告，被告本应退还500千给原告。如果真有此事，照常理，一个正常人应该发送提醒、Whatsapp信息或电邮对方，追溯欠款。但是，这么重要的证据(如有)却没有呈交来，或许从来就没有这样的追溯，所以法庭也很难相信原告的版本故事是真实的。原告也没有解释为什么原告在提出诉讼之前，没有先发律师信给对方。
34. Additionally, there is evidence that the present action was instituted only after the defendants had brought an action against the plaintiff for the alleged breach of an unrelated joint venture agreement. The conduct of the plaintiff casts doubt on the bona fides of his claim and whether it has been conjured up as an afterthought.
35. The final unsatisfactory aspect of the plaintiff’s case is that it was never put to the defendants that they had asked him to pay RM3 million and agreed to refund the RM500,000.00 after the signing of the agreement. In Browne v Dunn (1893) 6 R 67, Lord Herschell LC stated (at pp 70-71) that: 原告在盘问被告证人的时候，并没有挑战被告证人说他们曾经通知原告先付3M和答应会在之后会退款500千。

“It seems to me to be absolutely essential to the proper conduct of a cause, where it is intended to suggest that a witness is not speaking the truth on a particular point, to direct his attention to the fact by some questions put in cross-examination showing that that imputation is intended to be made, and not to take his evidence and pass it by as a matter altogether unchallenged, and then, when it is impossible for him to explain, as perhaps he might have been able to do if such questions had been put to him, the circumstances which it is suggested indicate that the story he tells ought not to be believed, to argue that he is a witness unworthy of credit. … it will not do to impeach the credibility of a witness upon a matter on which he has not had any opportunity of giving an explanation by reason of there having been no suggestion whatever in the course of the case that his story is not accepted.”

36. This rule was considered in two Malaysian cases. In Aik Ming (M) Sdn Bhd & Ors V Chang Ching Chuen & Ors And Another Appeal [1995] 2 MLJ 770, the Court of Appeal stated:

“It is essential that a party’s case be expressly put to his opponent’s material witnesses when they are under cross-examination. A failure in this respect may be treated as an abandonment of the pleaded case and if a party, without valid reasons, refrains from doing so, then he may be barred from raising it in argument.”

37. And, in Ng Siew Lan V John Lee Tsun Vui & Anor [2017] 2 MLJ 167, the Federal Court held at [25] and [26]:

“The effect of failure to challenge the plaintiff’s evidence on this point is to render the first defendant’s version wholly untenable. This is settled law and the following pronouncement by Lord Halsbury in the House of Lords case of Browne v Dunn (1893) 6 R 67 is relevant.

The same point was lucidly explained by Mukharji J in AEG Carapiet v AY Derderian AIR 1961 Cal 359 in the following terms:

The law is clear on the subject. Wherever the opponent has declined to avail himself of the opportunity to put his essential and material case in cross-examination, it must follow that the testimony given could not be disputed at all. It is wrong to think that this is merely a technical rule of evidence. It is a rule of essential justice. It serves to prevent surprises at trial and miscarriage of justice, because it gives notice to the other side of the actual case that is going to be made when the turn of the party on whose behalf the cross-examination is made comes to give evidence by producing witnesses. It has been stated on high authority of the House of Lords that this much counsel is bound to do when cross-examining that he must put to each of his opponent’s witnesses in turn, so much of his own case as concerns that particular witness or which that witness had any share. If he asked no question with regard to this, then he must be taken to accept the plaintiff’s account in its entirety. Such failure leads to miscarriage of justice, first by springing surprise upon the party when he has finished the evidence of his witnesses and when he has no further chance to meet the new case made which was never put and secondly, because such subsequent testimony has no chance of being tested and corroborated.”

38. Having regard to the Browne v Dunn rule it was no longer open to the plaintiff to assert that the first defendant had agreed to refund the monies RM500,000.00 after the signing of the agreement. While I accept that the rule in Browne v Dunn is not rigid, and it does not mean that every point should be put to a witness, the point which the plaintiff sought to make was at the very heart of the matter and it should have been put to the first defendant, so that he could further clarify why he could not have given the representation.
39. It seemed to me on the evidence that at some point before the signing of the agreement, the parties must have agreed to vary the terms in the disputed document and treat the RM50,000.00 as a commission / consideration for the defendant to sell the two shoplots for RM3 million. This explains why the plaintiff paid RM3 million instead of RM2.5 million under the agreement and issued no reminders to the defendants for the refund. In the result, I find that the plaintiff failed to make good his assertion that the defendants had promised to refund the the RM500,000.00 on the date of the signing of the agreement.

Conclusion

40. For the reasons given, the claim and counterclaim are dismissed. The plaintiff to pay the defendants costs of RM30,000.00.

Source: Lee Teck Lip v Lee Kok Tian & Anor [2021] MLJU 1604. Shah Alam High Court. SM Komathy Suppiah J.

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*Kuek, Ong & Associates. Advocates & Solicitors. No.86-1, Jalan Mahagoni 1, Bandar Botanic, 41200 Klang, Selangor Darul Ehsan.

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