In a judgment with implications in England and elsewhere, the Singapore Court of Appeal has, in Kuvera Properties v Far East Opus [2026] SGCA 34, determined a number of issues relating to the application of the Singapore Limitation Act 1959 to claims for misrepresentation.
Delivering the judgment of the court, Steven Chong JCA allowed the appeal against a Senior Judge’s decision to strike out, on the grounds that it was time barred, claims for damages and rescission relating to a purchase of commercial premises. In view of the complexity and importance of the issues, the court had convened a panel of five judges and had also appointed independent counsel and young independent counsel to assist its deliberations.
The claims were based on alleged non-fraudulent misrepresentations said to have induced the claimant to believe that the premises were suitable for use as a medical unit. The sale and purchase agreement was executed in April 2013; the claimant took possession in August 2016; the claimant said its suspicions were only confirmed in November 2022; and the clamant sued in May 2024. The claimant therefore sued more than six years after its cause of action accrued.
First, the court held that a claim for damages under s 2(1) of the Misrepresentation Act 1967 (which is essentially identical to the English legislation) is a claim “founded on tort” and therefore subject to a six-year limitation period. However, that claim was also one for “relief from the consequences of a mistake” within s 29(1)(c) of the 1959 Act, which corresponds to s 32(1)(c) of the English Limitation Act 1980. Accordingly, the running of the six-year limitation period was postponed until the claimant discovered the mistake or could with reasonable diligence have discovered it, matters which would need to be investigated at trial. The application of this postponement legislation to misrepresentation claims seems never to have been considered in England or the Commonwealth.
Second, the court held that the claim to rescind was not subject to any statutory limitation. In this the court rejected an argument that s 6(7) of the 1959 Act subjects all equitable claims to statutory limitations, with identified exceptions, instead holding that the provision only applies to claims within equity’s ‘concurrent’ jurisdiction. Because a claim to rescind for innocent misrepresentation is only available in equity, delay is instead regulated by laches, something the defendant had not raised.
Third, the court held that s 2(2) of the 1967 Act does not create an independent claim to damages which a claimant can advance, so that no question arose whether such a claim is subject to any limitation period. Instead, s 2(2) empowers the court to refuse rescission and to award damages instead where rescission would be disproportionate. If rescission is barred, by laches or otherwise, then s 2(2) is inapplicable. This ruling is also potentially significant in England.
Steven Elliott KC served as independent counsel, Jiahui Huang served as young independent counsel, and Pranay Jha assisted with research and analysis.
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