When your company is served with an Originating Claim in Singapore, the first deadline is the Notice of Intention to Contest or Not Contest (Form 10). Under Order 6 rule 6 of the Rules of Court 2021, a defendant served in Singapore must file and serve it within 14 days after the statement of claim is served, or within 21 days if served outside Singapore. The Defence follows within 21 days (or 5 weeks if served abroad) after the statement of claim is served. Miss the notice and the claimant can apply for judgment against your company without a trial.
This guide is for directors and owners of Singapore companies, including foreign owners, who have just received court papers and need to know what to do in the first two weeks.
What is an Originating Claim, and how do you know it has been served?
Since 1 April 2022, civil proceedings in Singapore’s courts are governed by the Rules of Court 2021 (the “ROC 2021”). A claimant whose case involves disputed facts, such as a debt dispute, a breach of contract or a claim over defective work, starts the action with an Originating Claim. It replaced the writ of summons used under the old rules, and the notice of intention to contest replaced the old memorandum of appearance.
The Originating Claim usually comes with a statement of claim, which sets out the facts the claimant relies on and what it wants. If it is “endorsed generally” with only a short description, the statement of claim must be served within 14 days after the Originating Claim is served. This matters because your deadlines run from service of the statement of claim, not from the date on the Originating Claim.
Under Order 7 rule 2, personal service on a company can be done by leaving a copy with the chairperson, president, secretary, treasurer or another officer. Section 387 of the Companies Act 1967 also allows a document to be served on a company by leaving it at, or sending it by registered post to, its registered office. If your company uses a corporate secretarial provider’s address as its registered office, court papers may arrive there first. Make sure your provider knows to forward legal documents to you the same day.
The Singapore Courts note that refusing to acknowledge service does not make service invalid or stop the claimant from proceeding.
What are the deadlines?
The key time limits for an Originating Claim in the General Division of the High Court or the District Court are set out in Order 6 of the ROC 2021:
| Step | Served in Singapore | Served outside Singapore | Rule |
|---|---|---|---|
| File and serve Notice of Intention to Contest or Not Contest (Form 10) | 14 days after the statement of claim is served | 21 days after the statement of claim is served | O 6 r 6(1), (2) |
| File and serve Defence (Form 13), with any counterclaim | 21 days after the statement of claim is served | 5 weeks after the statement of claim is served | O 6 r 7(1), (2); O 6 r 8 |
| Claimant’s defence to any counterclaim | 14 days after the defence and counterclaim are served | O 6 r 9(1) | |
Note that both the notice and the Defence are counted from service of the statement of claim. The Defence deadline is not 21 days after you file the notice. In practice, a company served in Singapore has about one week between the notice deadline and the Defence deadline.
Order 3 rule 3 sets out how time is counted. The period starts immediately after the date of service, and if the last day falls on a Saturday, Sunday or public holiday, the act is in time if done on the next court day. Do not wait for the last day.
Magistrate’s Court claims follow a simplified civil process with their own features. If your company is sued for a smaller sum, read our guide to the Magistrate’s Court claim process alongside this article.
What should the company do in the first 14 days?
- Record the service date. Note how and when the papers arrived, who received them and whether a statement of claim was included.
- Tell the board immediately. Circulate the papers to all directors. A decision to defend, settle or admit the claim should be authorised properly, usually by board resolution.
- Appoint a solicitor. Under Order 4 rule 3 of the ROC 2021, a company must be represented by a solicitor in proceedings, unless the court gives permission for an officer to act for it. Permission requires the officer to be duly authorised and to have sufficient executive or administrative capacity or otherwise be a proper person. Our guide on whether a company can go to court without a lawyer explains the conditions.
- Gather the core documents. Contract, purchase orders, invoices, delivery records, emails and WhatsApp messages, statements of account and any letter of demand received earlier.
- Decide: contest, partly contest, or not contest. The notice lets you say which claims you will contest.
- File and serve Form 10 on time. Your solicitor files it through eLitigation. A self-represented litigant files through eLitigation at the Service Bureau. A copy must also be served on the claimant or its lawyers.
- Start the Defence straight away. If you have a claim of your own against the claimant, the counterclaim must be filed and served with the Defence.
- Notify your insurer if the claim might be covered by a liability policy. Policies often require prompt notice.
Document checklist for your lawyer
- Originating Claim and statement of claim, with the date and manner of service
- Company’s current business profile and constitution
- Board resolution authorising the response and naming the contact person
- The contract and any terms and conditions, including dispute resolution and arbitration clauses
- Invoices, statements of account, payment records and correspondence about the dispute
- Any earlier letter of demand and the company’s reply
- Details of any amounts the claimant owes the company
- Relevant insurance policies
Does filing the notice mean you accept the court’s jurisdiction?
No. Order 6 rule 6(4) says that filing and serving the notice is not treated as a submission to jurisdiction or a waiver of any improper service. If you believe the dispute must go to arbitration under the contract, or that a Singapore court should not hear it, you can still file the notice to protect your position. Order 6 rule 7(4) then allows the company to file a Defence that only states the ground of the jurisdiction challenge, instead of a Defence on the merits. Raise this with your lawyer at once, because delay in asserting an arbitration clause can weaken the argument.
What if the company does not intend to contest?
Sometimes the debt is genuinely owed. You can state in Form 10 that the company does not intend to contest all or some of the claims. The claimant may then apply for judgment for those claims under Order 6 rule 6(5).
Not contesting does not mean doing nothing. Consider:
- Paying or settling early. The court may award interest from the date of the Originating Claim to judgment at 5.33% a year under Order 6 rule 6(7), and costs build up as the case moves on. Early settlement limits both.
- Proposing instalments. A claimant may prefer an agreed payment plan over the time and cost of enforcement. Put any agreement in writing and agree what happens to the court action.
- Contesting only part. You can accept the undisputed invoices and contest the rest, which narrows the dispute and the costs.
- Making an offer of amicable resolution. Order 5 requires parties to consider amicable resolution. An offer must be in writing and open for at least 14 days unless agreed otherwise.
If the company may have a cross-claim, such as defective goods or late delivery, think carefully before admitting the claim. Our guide to counterclaim and set-off explains when a cross-claim can reduce or defeat what you owe.
If the company cannot pay at all, take advice on its solvency position quickly. A judgment that cannot be paid can lead to enforcement and, in time, winding-up proceedings.
What happens if the deadline is missed?
If the company fails to file and serve the notice within time, the claimant may apply for judgment against it in Form 11 under Order 6 rule 6(5). The claimant must file a memorandum of service in Form 12 when it applies. If the notice is filed but no Defence follows, the claimant may apply for judgment in default of defence in Form 14 under Order 6 rule 7(7). Order 9 rule 6 also allows the court to enter judgment in default of defence at the first case conference if the time for the Defence has expired.
A default judgment can be enforced like any other judgment, including against the company’s bank accounts and assets.
Can a default judgment be set aside?
In some cases, yes. Under Order 3 rule 2(8), the court may set aside anything done in the absence of the party affected or without complying with the Rules, if it is in the interests of justice. Order 3 rule 2(10) requires that application to be taken out within 14 days after the applicant knows or should have known of the grounds. The court will look at matters such as whether the judgment was regularly obtained and whether the company has a real defence. Our guide to setting aside a default judgment covers this in more detail. Applying to set aside costs more and is less certain than simply meeting the first deadline.
Example: a foreign-owned company that nearly missed the deadline
Example (hypothetical): A Singapore company owned by two founders based in Jakarta has its registered office at its corporate secretary’s address. A renovation contractor issues an Originating Claim for S$95,000, saying the company did not pay for office fit-out works. The papers, with the statement of claim, are left at the registered office on a Monday.
The corporate secretary scans and emails them to the directors that afternoon. The directors believe part of the work was defective and that S$30,000 is not owed. They pass a board resolution to appoint a law firm, which files Form 10 stating that the company contests the claim, well inside the 14 days. The Defence and a counterclaim for rectification costs are prepared to be filed within 21 days of service of the statement of claim. Meanwhile the company offers in writing to pay the undisputed S$65,000 in exchange for the contractor narrowing its claim.
Had the papers sat unopened at the registered office for three weeks, the contractor could have applied for judgment for the full amount, and the company would have had to apply to set it aside.
Frequently asked questions
Is the Notice of Intention to Contest the same as a Defence?
No. The notice only tells the court and the claimant whether the company will contest the claim. The Defence is the document that answers the claim on the facts and must be filed separately within its own deadline.
Can a director file the notice for the company?
Generally a company must be represented by a solicitor. An officer can act for the company only with the court’s permission under Order 4 rule 3(3), which requires an application and the court being satisfied that the officer is authorised and suitable.
Can we get more time?
Order 3 rule 4 allows the court to extend time, and claimants sometimes agree to short extensions. Do not assume an extension will be given. Ask early and get any agreement in writing.
We were sued over a contract with an arbitration clause. Should we still file the notice?
Usually yes, to avoid default judgment. Filing the notice is not a submission to jurisdiction, and the company can then file a Defence limited to the jurisdiction challenge and apply to stay the court proceedings in favour of arbitration.
What if we only find the papers after the deadline?
Check eLitigation records through your lawyer at once to see whether judgment has been applied for or entered. If it has not, file immediately. If it has, consider an application to set aside without delay, since time limits apply.
Where can you check the official rules?
The full text of Order 6 is in the Rules of Court 2021 on Singapore Statutes Online. The Singapore Courts also publish a step-by-step guide on how to respond to an Originating Claim, including the forms and filing through eLitigation.
Need help responding to an Originating Claim against your company?
If your company, or you as a director or shareholder, is dealing with an Originating Claim and the Notice of Intention to Contest or Not Contest deadline, contact the Raffles Corporate Services team at [email protected] or on WhatsApp at +65 8501 7133 or +65 9018 0072. We will help you understand the documents and deadlines. Where your matter needs a lawyer, we will refer you to a firm on our panel of Singapore law firms that regularly handles commercial litigation and defending company claims. Raffles Corporate Services is a corporate services provider, not a law firm, and this article is general information, not legal advice.
The Raffles Corporate Services Editorial Team, Raffles Corporate Services