| Development Name: | Rainbow Garden |
| Property Type: | Condominium |
| Developer: | Wai Wing Properties Pte Ltd |
| Tenure: | 999-year Leasehold |
| Construction Year: | 1986 |
| # of Units: | 64 |
Collective sale: Application for sale to the STB: Aug 2007
Rainbow Gardens' en bloc sale was approved by the STB 0n 18 May 2008.The following is the minority appeal to the High Court, the appeal was dismissed on 12 May 2009.
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Rainbow Gardens Minority High Court Appeal
Lim Choo Suan Elizabeth and Others v Goh Kok Hwa Richard and Others[2009] SGHC 114
Rainbow Gardens Minority High Court Appeal
Lim Choo Suan Elizabeth and Others v Goh Kok Hwa Richard and Others[2009] SGHC 114
Rainbow gardens High court -
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I did a quick speed read and it seems a few procedural points were raised. Historically, procedural errors don't have a snowballs chance in hell in succeeding, I wonder why they were even attempted at this level.
First Issue: failure to "affix a copy of the notice referred to in sub-paragraph (e) in the 4 official languages to a conspicuous part of each building comprised in the strata title plan or the development, as the case may be".
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Decision:
37. ....Choo J’s decision in Chang Mei Wah can be used as authority to support the proposition that a technical breach will not invalidate an application to an STB if there is no prejudice to anyone, there are still the two decisions in Ng Swee Lang-HC and Ng Swee Lang-CA which are authorities in support of that proposition and I was bound by the decision in Ng Swee Lang-CA.
38.....While a strict approach may arguably lead to some certainty, I was of the view that it would be too harsh to invalidate every application for any non-compliance however slight and inconsequential.
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Second issue: failure to attach Form 1A in the Application
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Decision:
54 Since Form 1A was not, strictly speaking, required, non-compliance with the content of Form 1A could not invalidate the Application.
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58 In any event, I was satisfied that there was no prejudice to the Minority and in accordance with my decision on Issue No.1, I was of the view that the absence of service of the Application did not invalidate the Application, even if there was a requirement that the Application be served.
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Third issue: The CSA was not signed by subsidiary proprietors holding at least 80% of the share value of RG
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62 Clause 14(b)(i) of the CSA had stipulated that the MSP [Minimum Selling Price] was not to be less than S$68.5 million. The close of an EOI exercise was on 18 April 2007 and it was learned then that Premier’s offer of $76.8 million was the highest. The Conditional SPs then signed the CSA and inserted a condition that their signatures would not be valid if the MSP was lower than $76.8 million. [Minority Lawyer] submitted that as this was a different sum from the MSP stipulated under clause 14(b)(i), the Conditional SPs had not agreed with all the terms of the CSA.
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63 [Minority lawyer]also submitted that although clause 14(b)(ii) of the CSA had stated that the SC might raise the MSP without seeking the consent of those who had signed the CSA, the SC was required under that provision to notify the Majority of the decision to raise the MSP by a written notice. The SC did not do this until late July 2007, just before the Application was submitted.
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Decision:
65 As for any breach to notify the others who had signed the CSA about the higher revision of the MSP, [majority lawyer] submitted that it was for the other signatories to complain about such a breach.
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66 In Liu Chee Ming v Loo-Lim Shirley [2008] 2 SLR 764 (“Liu Chee Ming”), I had said at [50]: The appellants were not parties to the CSA even though eventually, by virtue of the decision of the Board, they were bound by its terms. Accordingly, their complaint about a breach of cl 6.1.1 was from the angle that such a breach established an absence of good faith. The vendors who had signed the CSA were not opposing the application to the Board.
66 In Liu Chee Ming v Loo-Lim Shirley [2008] 2 SLR 764 (“Liu Chee Ming”), I had said at [50]: The appellants were not parties to the CSA even though eventually, by virtue of the decision of the Board, they were bound by its terms. Accordingly, their complaint about a breach of cl 6.1.1 was from the angle that such a breach established an absence of good faith. The vendors who had signed the CSA were not opposing the application to the Board.
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67 Understandably, none of the other signatories had objected to any breach of clause 14(b)(ii). They had obtained a price higher than the MSP stipulated in clause 14(b)(i). However, Mr Liew’s argument was that there was no consensus ad idem among all the Majority at the relevant time. Looking at clause 14(b)(ii) in a common-sensical way, I was of the view that there would be consensus ad idem if the SC did not object to the condition, which was the case. The MSP had been effectively raised to $76.8 million. This condition was met. The notification to the others was an additional step that should have been taken but the omission to do so did not vitiate the CSA as between all the Majority.
67 Understandably, none of the other signatories had objected to any breach of clause 14(b)(ii). They had obtained a price higher than the MSP stipulated in clause 14(b)(i). However, Mr Liew’s argument was that there was no consensus ad idem among all the Majority at the relevant time. Looking at clause 14(b)(ii) in a common-sensical way, I was of the view that there would be consensus ad idem if the SC did not object to the condition, which was the case. The MSP had been effectively raised to $76.8 million. This condition was met. The notification to the others was an additional step that should have been taken but the omission to do so did not vitiate the CSA as between all the Majority.
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68 Hence, I was of the view that by the time the Application was made (on or about 3 August 2007), the requisite percentage of share value had been obtained.
68 Hence, I was of the view that by the time the Application was made (on or about 3 August 2007), the requisite percentage of share value had been obtained.
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Fourth issue – The transaction was not in good faith having regard to the sale price in the SPA
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Project Name: Terrene @ Bukit Timah Description: 8 Blocks of 5-storey condominium development & 1 level basement car park. Terrene Location: Former Rainbow Garden ~ Jalan Jurong Kechil District: 21 Site Area: 130,117 sq ft (12088.2 sqm) Tenure: 999 years Expected TOP: 31 March 2014 Total Nos of Units: 172 Units More than 100 units of Terrene at Bukit Timah sold July 15, 2010 Property developer UOL Group has sold more than 100 units of its latest condominium project, Terrene at Bukit Timah.This is almost 80 per cent of the 130 units released at a private preview which started on July 8. UOL will be releasing the remaining 42 units for the official launch on Friday. The 999-year leasehold condominium is a 50-50 joint venture between UOL and La Salle Asia Investment Management. The apartments are priced at an average of S$1,250 per square foot for a typical unit. They range from S$719,000 for a one-bedroom unit to S$2.79 million for a five-bedroom penthouse. UOL said 23 of the 30 penthouse units have been sold. Demand came mainly from Singaporean buyers, with majority from private homes in the nearby vicinity. The five-storey development of 172 units, stretches across more than 130,000 square feet near the Bukit Timah Nature Reserve. The development is expected to be ready by April 2014. Source : Channel NewsAsia – 15 Jul 2010 | |||
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