BUS 201

Contract & Agency Law

Unit 1
1 February 2016

Agenda

1. Resources
2. Schedule
3. Study Unit 1
4. How to Analyze & Answer Legal

Questions

Focus on Applying Theories to Facts

One-way lecture

Self-Study

Class Activities

UniSIMs
Information

Everything wrapped
up nicely in a box

Knowledge
ACQUISITION

Knowledge
APPLICATION

Learn how to find out

more information on
your own

Learn how to apply

theories to real-life
problems

* Required skill in the

workplace

* Practical problemsolving skills

* Its not WHAT you

know but HOW you
know more

* You learn HOW to

apply theories to
facts (GBA, Exam,
Real-life)

Unique
Value
Proposition
for You

* NOT like real-life

* You fail to learn how
to apply theories to
facts

* Stand out from the

crowd with your
practical skills at work
and in life
3

Resources

Resources

Main Resources:
1. Textbook - Singapore Business Law, 7th Edition,
Business Law Asia

2. iStudyGuide (online portal)

3. Chunk Videos (available on UniSIM Blackboard)

Others:

www.lawnet.com.sg (see free resources tab,

including online statutes)

iStudyGuide


Online portal

URL:
http://studyguide.businesslaw.sg/course/bus201
-buz201

Enrolment Key: 201#JAN16

Check registration details on L01

announcement

Schedule

Overview of Schedule

Step-by-Step Self-Study is important

6 Face-to-Face Seminars

Online Quiz (graded 20%)

FOCUS
Application of
Theories in Class
Activities

o To be completed in Week 2 (Study Units 1 & 2)

GBA (graded 30%)

Exam (graded 50%)

NOTE: iStudyGuide
online portal with study
notes and selfassessment quizzes
(not graded)

6 Weeks, 9 Chapters
Week

Study Guide

Unit 1

1 & 2 : Introduction to law and the legal system

Unit 2

3 & 4 : Contract formation (offer, acceptance,

consideration and legal intention)

Unit 3

5 : Terms

Unit 4

6 : Vitiating Factors

Unit 5

7 & 8 : Discharge and Remedies for Breach

Unit 6

16 : Law of Agency

Chapters in textbook

Complete Online Quiz in Week 3. Submit GBA by end of Week 4.

9

Face-to-Face Sessions


1st F2F session



2nd F2F session




6 Feb 2016 (Mon), 8.30am 11.30am

NOTE: There is no class on 8 Feb 2016
(Chinese New Year holiday)

3rd F2F session



1 Feb 2016 (Mon), 7pm 10pm

15 Feb 2016 (Mon), 7pm 10pm

4th F2F session



Please self-study and come

to class, ready for discussion
and activities.
The activities are
structured to help you
learn how to analyse case
scenarios and apply the
legal principles  this is
important for GBA and
EXAM.
BUT activities will not help if
you do not have basic
knowledge from self-study.

22 Feb 2016 (Mon), 7pm 10pm

10

Face-to-Face Sessions (contd)



5th F2F session



29 Feb 2016 (Mon), 7pm 10pm

6th F2F session



7 Mar 2016 (Mon), 7pm 10pm

11

Important Dates


Assignment 1: Online Quiz



Quiz Attempt Period




Start: 12 noon, 15 Feb 2016 (Mon)

End: 12 noon, 22 Feb 2016 (Mon)

Assignment 2: GBA



Submission: 2359hrs, 28 Feb 2016 (Sun)

Marks Deduction scheme for late
submission

20 MCQs per quiz

Possible for multiple
attempts within window
period Highest score
captured
Can save answers and
re-login later to continue
Cannot backtrack on
saved answers
Quizzes found in BB >
L01 > Online Quiz

Examination (2-hour, open book)



Date to be announced later

Do NOT confuse with selfassessment quizzes in

iStudyGuide.

12

CRITICAL: Formation of GBA groups

Maximum 3 persons per group




Students responsibility to form groups

Please use your full name as in university register
Please notify your tutor once you have formed a
group.

Please form groups by TODAY.

13

Study Unit #1

14

Todays Topic
Week

Study Guide

Chapters in textbook

Unit 1

1 & 2 : Introduction to law and the legal system

Unit 2

3 & 4 : Contract formation (offer, acceptance,

consideration and legal intention)

Unit 3

5 : Terms

Unit 4

6 : Vitiating Factors

Unit 5

7 & 8 : Discharge and Remedies for Breach

Unit 6

16 : Law of Agency

15

Activity 1: Legal Systems

Which are the Civil Law, Common Law,
Religious Law countries?

Source: http://guides.lib.uw.edu/law/worldsys/legalsys
16

Unit 1
Global Legal Systems
Four categories:
1. Civil law (Western Europe/ex-colonies:
Netherlands, Indonesia)
2. Common law (UK/ex-colonies : Singapore,
Malaysia)
3. Socialist law (China, Vietnam, Cuba, Soviet
Union)
4. Religious law (Iran, Iraq)

17

Activity 2: Key Terminology

WHAT DOES IT MEAN?

Common Law

Jurisdiction

Categories of Law

Precedent

Ratio decidendi

18

Unit 1
Ratio Decidendi versus Obiter Dicta
Ratio decidendi versus Obiter dicta of a case
Castellain v. Preston (1883)


Case was about indemnities in relation to a fire insurance policy.

the contract of insurance contained in a marine or fire policy

is a contract of indemnity, and of indemnity only, and that this
contract means that the insured, in case of a loss against which
the policy has been made, shall be fully indemnified

The judges additional comment on marine

insurance does not relate to the main focus of
the case
23

Overview of
Singapore Legal System

24

Application of English
Law Act (1993)

CONSTITUTION
incl: freedom of speech, right to vote, freedom of religion

EXECUTIVE
Council of
Presidential
Advisers

Elected
President *

+
Presidential
Council for
Minority Rights

(1991)

Prime
Minister

LEGISLATIVE

JUDICIARY

President

Supreme Court

Parliament

State Courts

(elected MPs, max 9

NMPs & max 9 NCMPs)

Cabinet

OTHER LEGISLATION
* President also appoints others including: (a) Judicial Commissioners to
assist the High Court Judges, (b) the Attorney- General and (c) NMPs

25

Unit 1
Steps in Law-Making
Bills (draft legislation) (First Reading)

Debate + Vote (Second & Third Reading)

Passed by Parliament President (assent)

Law (effective - specific date in Act or if no date, when

published in Government Gazette)
Usually numbered > Citation (Cap) Singapore
eg. Companies Act (Cap 50)

26

Unit 1
Primary & Secondary Legislation
Companies Act, Cap 50 of Singapore
(primary legislation)

Minister of Finance

Detailed Rules and Regulations

(subsidiary or delegated legislation)
(together, primary and subsidiary legislation)
27

Singapore Statutes are Available

Online



http://statutes.agc.gov.sg/aol/home.w3p
You can search by topics or by the name of the Act

28

Unit 1
Interpretation of Statutes
Interpreting legislation when in doubt:
1. s.9a Interpretation Act: extrinsic materials on
Parliaments intention debates, ministerial speeches
(Parliamentary Reports)

Literal approach: literal meaning of the law

3. Golden Rule Approach: laws interpreted according
2.

to plain meaning of the word, unless doing so leads to

absurd results (variation of literal rule)
4.

Purposive approach: purpose of Parliament

where specific provision is unclear, permissible to refer
to the intention/s of Parliament
29

Activity 3 - Case discussion

Donoghue v. Stevenson [1932] All ER Rep 1;
[1932] AC 562; House of Lords
Facts

On 9th April 1929, Mrs Donoghue commenced an action against

Stevenson aerated water manufacturer, Paisley.
Donogue claimed 500 as damages for injuries sustained by her through
drinking ginger beer which had been manufactured by the defendants.
Mrs. Donoghue and her friend went to a shop. The friend purchased ice
cream, and ginger beer for Mrs. Donoghue to drink.

30

Activity 3 - Case discussion

Facts (contd)


The ginger beer was contained in an opaque bottle that prevented the
contents from being seen clearly.
After Mrs. Donoghue consumed some of the product, she saw the
decomposed remains of a snail emerge from the bottle when the remaining
ginger beer was poured into her glass.
Mrs. Donoghue had no direct or indirect claim against the manufacturer
based on contractual obligations because she did not purchase the product.

31

Appeal to House of Lords

Donoghue v Stevenson


She sought damages against the manufacturer, Stevenson, from the

resulting nervous shock and gastro-enteritis, which she claimed was caused
through the incident.

The trial judge found that the plaintiff could bring an action. The Court
of Appeal overturned this decision. The plaintiff appealed to House of
Lords.

The issue of law before the House of Lords was whether the defendant
(Stevenson) owed Mrs. Donoghue a duty of care. The case was never tried
on the facts.

32

Decision Donoghue v Stevenson

"The complainant has to show that he has been injured by the breach of duty
owed to him in the circumstances by the defendant to take reasonable care to
avoid such injury.
The rule in Heaven v. Pender was "demonstrably too wide."
The concept of negligence is based upon "a sentiment of moral wrongdoing
(for) which the offender must pay." Not every moral wrong can have a practical
effect in law so it must be limited to taking "...reasonable care to avoid acts or
omissions which you can reasonably foresee would be likely to injure your
neighbour."
A neighbour is a person so closely connected with and directly affected by
(proximate to) my act (or omission) that I should have had them in mind when I
committed the act (or omission). It would be a grave defect in the law if a
consumer could not claim in circumstances such as a manufacturer negligently
mixing poison into a drink.

33

Lord Atkins Statement

Donoghue v Stevenson
There must be, and is, some general conception of relations giving rise to a
duty of care, of which the particular cases found in the books are but
instances. ...
The rule that you are to love your neighbour becomes in law you must not
injure your neighbour; and the lawyer's question: Who is my neighbour?
receives a restricted reply.
You must take reasonable care to avoid acts or omissions which you can
reasonably foresee would be likely to injure your neighbour. Who, then, in law,
is my neighbour? The answer seems to be persons who are so closely and
directly affected by my act that I ought reasonably to have them in
contemplation as long as so affected when I am directing my mind to the acts
or omissions that are called in question.

34

Activity Questions
Donoghue v Stevenson
1.
2.
3.
4.
5.
6.
7.
8.

What is the case name and citation?

Who is the Plaintiff in this case?
Who is the Defendant in this case?
Give a brief summary of the facts.
What did the court decide?
Explain the appeal process in this case.
Is this a case involving the law of contract?
Why is this case a precedent case?

35

Unit 1
Singapore Judiciary : Structure
* Different jurisdiction of each level
Singapore International
Commercial Court *
Admiralty Court
Intellectual Property Court
Family Court

CJ
Court of Appeal
Judges of
Chief Justice
Appeal Crt

Supreme
Court

+ Judges of Court of Appeal

High Court

Youth Court*
Community Court*
Coroner's Court
Small Claims Tribunal
Community Disputes
Resolution Tribunals

Judges/Judicial Commissioners

District Courts

State
Courts

Magistrate Courts
http://www.lawsociety.org.sg/forPublic/YoutheLaw/SingaporeCourt
System.aspx

36

Activity 4: Jurisdiction
What is the jurisdiction (S$ or
subject matter) for bringing a case
to each of these courts?

Magistrate Court

District Court

Small Claims Tribunal

Youth Court

Family Court

High Court

37

Unit 1
Syariah Court separate system

Matters involving Muslims: The Administration of

Muslim Law Act (AMLA)

Syariah Court : Divorce, maintenance matters,

child custody and property inheritance

Appeal from Syariah Crt : Appeal Board

Decisions of Syariah & Appeal Board cannot be

reviewed by Supreme Court or High Court
o

Note next slide

www.syariahcourt.gov.sg
43

Unit 1:
Enforcing Syariah Court orders

Muslim parties or parties married under the Muslim

law have two options:
o Register the Syariah Court order as an order of the
District Court under section 53(2) of AMLA; or
o Lodge a Magistrates Complaint about the breach of the
Syariah Court order under sections 51 or 52 of AMLA.

44

Litigation Process &

Alternative Dispute Resolution
(ADR)

45

Unit 1
Litigation Process (6 Steps)
Commencement
(Submit documents - commences civil action)

Pleadings
(Statement of Claim Counter Claim set out arguments)

Discovery
(List docs for inspection)
(Claim for privilege)

Trial
(Fix date pre trial conference)

Judgment

(Orders compensation, bear legal cost)

Enforcement

46

Unit 1
ADR : Mediation

Neutral 3rd party to mediate

-

not necessarily an expert, not his responsibility to offer

advice

Aim  amicable resolution of dispute

-

not to decide who is right or wrong

Private & confidential

Non-binding
-

unless a settlement agreement is signed to capture

the agreed mediation outcome

47

Positioning Singapore as International

Mediation Hub

Singapore International Mediation Centre (SIMC)

Established in March 2014

SIMC aims to provide best-in-class mediation services

and products targeted at the needs of parties in crossborder commercial disputes, particularly those based in
Asia.

48

Unit 1
ADR: Conciliation

3rd party expert

-

usually with experience in disputes subject matter

may offer advice

Private & confidential

Non-binding
-

unless a settlement agreement is signed to capture

the agreed outcome

49

Unit 1
ADR : Arbitration

Arbitration Act, Chapter 10 of Singapore

Less formal and costly than court proceedings

Parties have the ability to choose arbitration procedures

and arbitrator(s) eg. SIAC Rules

Unlike in litigation, where parties are assigned a judge

Represented by lawyers

Private & confidential

Binding, enforced internationally if country is signatory to

UNCITRAL (UN Body)
50

Arbitration is increasing in popularity

Arbitrators tend to have industry and business expertise

So arbitral awards (decisions) may be more commercially robust

http://www.siac.org.sg/2014-11-03-13-33-43/facts-figures/statistics
51

Activity 5 - Case Scenario

John has extended a personal loan, free of interest, to
his friend, Sam, of S$7,000.
Sam has agreed to repay the loan within 6 months.
Upon expiry of 6 months, Sam refuses to repay the loan.
Advise John on the following:
a. The options he has to resolve the dispute.
b. If the matter is to be resolved in court, what are the
stages involved in the litigation process?

52

Guidelines on
Analysing and Answering
Legal Questions
To note: Not compulsory to use the IRAC
methodology

53

How to Analyze and Advise?

1. Identify the ISSUE
1. State the applicable RULE



Define the terms

Provide an overview of the rule

2. APPLY the rule to the facts

Cite case law to explain why the

rule is relevant to your facts

3. State the CONCLUSION

54

Remember to cite case law, to

support your legal principles and your
analysis.

Remember to provide proper

referencing this is important in
research and analysis.
Wikipedia and MindTools are NOT valid
referencing sources!

55

Activity 6 - IRAC
Mary offered to buy Toms car for S$1,000.
Tom called her to accept but the phone line was
bad. She couldnt hear him. Advise Tom who is
insisting that Mary must buy the car.
1. Issue:
2. Rule:
3. Apply:
4. Conclusion:

56

2nd lesson is on 6 Feb 2016

(Sat), 8.30am 11.30am

57

THANK YOU.

58