Violet Oon wins lawsuit against business partner; court orders Oon family to buy Murjani’s 50% stake
Price to be determined by mutually agreed on independent valuer
SINGAPORE restaurateur Violet Oon and her family have won the civil suit that they brought against their business partner, Manoj Murjani, with the High Court ordering them to buy out Murjani’s 50 per cent stake in the company at fair value.
In his judgment on Friday (Jan 19), Justice Philip Jeyaretnam noted that the ordering of such a sale should be a rarely taken action by the courts, as it involves interference with property rights.
“However, I hold that this is one such rare case.”
To ensure that Murjani is not punished by such an order, the purchase price for his shares in Violet Oon Inc should be determined by an independent valuer on which both parties agree, said the presiding judge.
The Oon family said in a statement: “The family is especially grateful for the court’s findings, which serve to vindicate many of their true feelings and experiences regarding the events that have transpired over the years.”
Murjani holds a 50 per cent stake in Violet Oon Inc through his sole shareholding of luxury and lifestyle company Group MMM.
Violet Oon Inc runs three Singapore restaurants serving local and Peranakan-inspired cuisine. Oon holds 20 per cent of the company, and her children, 15 per cent each.
Oon and her children, Tay Yiming and Tay Su-Lyn, had brought a shareholder oppression suit against Murjani and Group MMM, with an eight-day trial in July and closing submissions in August last year.
They were seeking either a court order to be able to purchase Murjani’s 50 per cent stake in Violet Oon Inc, or for the company to be wound up.
They also asked for a shareholders’ agreement, signed in February 2019, to be invalidated as it was said to be inked under “duress and undue influence” from Murjani.
The agreement came about after contention over salary increments paid to Oon and her children from January 2015 to November 2018. Under the agreement, Violet Oon Inc owed Group MMM S$1.55 million in reparations, with the amount to be repaid as if it were a loan.
Other covenants included Oon and her daughter’s removal from the company’s board, and that Murjani was to be appointed its chairman and chief executive. Group MMM would also be featured in materials associated with Violet Oon Inc.
These amounted to “significant benefits” for Murjani and Group MMM, Justice Jeyaretnam said.
In his written judgment, the judge found that there was “illegitimate pressure” applied on Oon and her family by Murjani, and set aside the agreement.
“Given the unfairly exploitative and manifestly disadvantageous nature of the 2019 agreements and the claimants’ testimony concerning the negotiations and the pressure they felt under, I find that the claimants would not have entered into them but for the illegitimate pressure exerted on them,” he said.
Drew & Napier’s Meryl Koh, Justin Lai, Shahera Safrin and Daniel Wong acted for Oon’s family, while Murjani and Group MMM were represented by Thio Shen Yi, Stephanie Chew and Phoon Wuei of TSMP Law Corporation.
The Oon family trial is not the first legal tussle for Murjani, who had previously been involved in a lawsuit over the Internet domain name of luxury tea brand TWG Tea, along with a winding-up application for The Wellness Group.
