AXIS MEGALINK SDN BHD & Anor v FAR EAST MINING PTE LTD

Case Significance

Axis Megalink Sdn Bhd and another v Far East Mining Pte Ltd [2024] SGHC(A) 15 was decided by the Appellate Division of the High Court of Singapore on 10 May 2024, with the judgment of the court delivered by Philip Jeyaretnam J on behalf of a coram of Belinda Ang Saw Ean JCA, Kannan Ramesh JAD and Philip Jeyaretnam J, after a hearing on 2 April 2024 in Civil Appeal No 107 of 2023. The appeal concerned a contract entered into between an arranger and an acquirer, under which the arranger was engaged to assist with a hoped-for reverse takeover of an identified publicly listed target in return for shares in that entity once the acquirer had injected its assets into it. The relevant contracts between the acquirer and the target were entered into, and almost two years passed without complaint, but when the arranger attempted to enforce its contract and have the shares issued, the acquirer resisted. The catchwords identify issues of misrepresentation (inducement and rescission) and unilateral mistake as to the identity of a contracting counterparty.