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DALAM MAHKAMAH TINGGI MALAYA DI KUALA LUMPUR 1

DALAM WILAYAH PERSEKUTUAN, MALAYSIA 2

GUAMAN SIVIL NO : S-22-94-2010 3

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ANTARA 5

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LOGICAL OPERATIONS CONSORTIUM SDN BHD 7

(No Syarikat : 394720-X) …PLAINTIF 8

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DAN 10

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1. ABDUL RAHIM BIN ABDUL RAZAK 12

(No K/P : 600915-07-5393) 13

2. SILVERLAKE SYSTEM SDN BHD 14

(No Syarikat : 182899-W) …DEFENDAN-DEFENDAN 15

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TARIKH : 04.12.2013 17

MASA : 10:11AM 18

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NOTA KETERANGAN 20

Koram 21

Hakim

Yang Arif Siti Khadijah Bt S. Hassan

Badjenid

YA

Peguam Plaintif

S S Tieh

SST

Peguam Defendan

Pertama

Abdul Rashid

Shahfrin

ABR

SHF

Peguam Defendan

Ke-2

H L Choon

Elaine Siaw

HLC

ELS

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Saksi – Saksi 1

SP-1

Singanallur Venkataraman Narayanan

SINGA

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Jurubahasa - JRB Penterjemah - PTJ 3

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MULA 1

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JRB Dengan izin Yang Arif. Kes untuk sambung bicara. S22-94-2010, 3

Logical Operations Consortium Sdn Bhd lawan Abdul Rahim Bin 4

Abdul Razak dan satu lagi. 5

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SST Dengan izin Yang Arif, SS Tieh for the Plaintiff. My learned friends, 7

Encik Abdul Rashid Ismail together with Cik Hanum for the First 8

Defendant. My learned friends, Mr HL Choon together with Miss 9

Elaine Siaw for the Second Defendant. Can I (00:00:36 inaudible) 10

continue cross Plaintiff, PW-1 cross-examination by counsel of the 11

Second Defendant. 12

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ABR My Lady, I just want to enquire, because on the last occasion, my 14

learned friend put in a written reply to the issue of ID276 and ID277. 15

I’m just wondering whether My Lady would like to deal with it now, or 16

at some other stage. 17

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YA (00:01:05 inaudible). 19

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ABR Boleh, Yang Arif. 21

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YA I can do it now. 23

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ABR My Lady, may I refer My Lady to page 55. 25

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YA Are you going to repeat your submissions? 27

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ABR No. 29

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YA That you made on the first occasion. 31

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ABR I just want to address two issues that my learned friend has raised. 33

Firstly, it says person. Basically, his contention is, any statement made 34

by a person interested. I don’t understand what they are trying to say, 35

whether he is not a person, but under the Interpretation Act, it is quiet 36

clear, a person includes individual. So, as far as that argument is 37

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concerned, I think there is no merit to it. And the second issue that 1

they have raised is that, it must be written. If we look at clause 4 My 2

Lady, it’s quiet clear, that, it is not necessarily be handwritten, a 3

document if they acknowledge it’s theirs, then obviously it belongs to 4

them, unless they say it’s not their document, then it’s not admissible 5

anyway. That’s my only submission. 6

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HLC Yang Arif, may I address the court on this issue, as. 8

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YA Actually I do not want to waste time. Actually I have decided. I’ve 10

decided, it is, those documents will remain as ID. That is my decision. 11

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SST ID. 13

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YA ID. 15

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ABR Much obliged. 17

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HLC Much obliged. 19

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YA This is just to avoid you know, since I’ve made my decision, and if I 21

were to hear you, you are also objecting to that document being 22

tendered. Mr counsel. 23

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HLC Yes. 25

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YA You are also objecting to that document. 27

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HLC Yes. 29

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YA So, my decision is a, to remain, those documents are to remain as ID. 31

So, I think it is a waste of time for you, unless you just want to put in 32

your submission, if you have any. 33

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HLC Yes. 35

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YA In case there is an appeal. 37

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HLC Yes, I do have, just, I mean also to prepare in this. 2

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YA I just have that. 4

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HLC The basis of objection will be, of the reply is actually pretty similar to 6

the First Defendant. 7

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YA So, we can proceed. 9

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SP1 11

Nama : Singanallur Venkataraman Narayanan 12

Umur : 13

Alamat: 14

Pekerjaan: 15

Bersumpah dan memberi keterangan dalam Bahasa Inggeris 16

Masa: 10:15 AM 17

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Pemeriksaan Balas (Cross-Examination) 19

Masa: 10:15 AM 20

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HLC May it please you My Lady, I would like to continue with my cross 22

examination of PW1. Dr Narayanan, again can you speak louder, 23

because we have reviewed the recording from the past occasion, 24

there were segments where we really have difficulty in trying to 25

decipher what you say. So, can you speak louder. 26

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SINGA I certainly try, but beyond my physical ability, I don’t know if I can. 28

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HLC Yes. When you speak, I think you just speak to the mic, you don’t 30

speak to me, so that the mic can capture it clearer. 31

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SINGA Appreciated. 33

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HLC Okay. Dr Narayanan, can you please look at your Witness Statement. 35

Okay. Question 48.3 at page 18. Alright. 36

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SINGA Yes, I am there. 1

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HLC Okay. Firstly, I would like to know, in your answer you said that, Razak 3

and Rahim were the ones who proposed. My question is, who, 4

between Razak and Rahim, was the one who made the proposal? 5

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SINGA It goes back to the period between. 7

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HLC No, just tell me who, Rahim or Razak? 9

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SINGA In this particular case, both of them did mention that. Yes. 11

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HLC Did they mention it together, in a synchronise format or what? 13

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SINGA Oh my. I won’t be able to say that because there were so many ad 15

hoc meetings between the 5th of October and the sometimes. 16

17

HLC So, who was the one who made the proposal? 18

19

SINGA Proposal? 20

21

HLC You are the one, who put in your answer, to say Razak and Rahim 22

were the ones who proposed that the Plaintiff performed blah blah all 23

these things. Right. So, I’m asking you, who? Is it Razak or Rahim? 24

25

SINGA From my memory, it was predominantly the First Defendant, because I 26

don’t remember him saying, we are all partners now, so we can go 27

ahead and do this together. But then, since I had asked Razak 28

specifically, why was asking us and not get it done internally. And he 29

gave me a reason that, I thought was very valid. He did pursue that, 30

but in terms of actual words that he used, I will not be able to recall. 31

I’m not sure even if, would I would recall, but he would know the gist of 32

it too. 33

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HLC So, I put it to you that, in respect of paragraph 48.3, it was Rahim and 35

not Razak who made the proposal. Do you agree? 36

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SINGA I wouldn’t agree, because my understanding was it was a joint 1

proposal. But exactly the words that they used or who initiated the 2

discussion, I wouldn’t be able to recall. It’s probably about 7 years ago 3

now. 7 years ago. 4

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HLC In your answer, you said this. Razak and Rahim were the ones who 6

proposed that the Plaintiff performed all procurement services, in 7

return for owning and running card operations for the Bank Rakyat 8

project. Okay. 9

10

SINGA Yes. 11

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HLC Do you agree with me that, there was no agreement, intention or 13

understanding, between the parties that you are providing this 14

business procurement consulting services for cash reward, in terms of 15

professional fees. Do you agree? You said this in your answer. So, I’m 16

putting it to you that, there was no intention, understanding or 17

agreement between the parties that this business procurement 18

services that you say you are providing, okay, is in return for cash 19

payment in the form of professional fees. Do you agree? Just let us 20

know, do you agree or not. 21

22

SINGA I got to make sure I understand your question first. Right. Since you 23

did say, whether there was an agreement, that there will be cash 24

payment for the business procurement and so forth. 25

26

HLC Yes, I’m saying that there is no agreement, understanding or intention 27

between the parties, that this so called business procurement services 28

that you are providing for was in return for cash payment in the form of 29

professional fees. Do you agree? 30

31

SINGA I think I do have to agree, but I’m not sure if I’m saying the right thing, 32

because it was supposed to be. 33

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HLC You don’t need to explain, you just need to answer, agree or disagree, 35

Dr. 36

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SINGA Well, you are a lawyer, and I’m not. That’s why I have to give a. 1

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HLC No, Dr, can we just focus. Can you just. I think the question is simple. 3

You either agree or you disagree, or if you don’t know, you say you 4

don’t know. 5

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SINGA I think at this stage, I will have to say I don’t know, because I don’t 7

know the implication of that. Legal implication of that. 8

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HLC You don’t need to know the legal implication. It is a factual question, 10

as to what happened, in your words, seven years ago, at that time. I 11

am saying there was no understanding, agreement, or intention 12

between the parties that you were providing this business 13

procurement services in return for cash payment, in the form of 14

professional fees. Do you agree? 15

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SINGA Considering the last part that you just mentioned, in return for cash. 17

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HLC In the form of professional fees. 19

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SINGA In the form of professional services, for this. 21

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HLC Do you agree? 23

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SINGA Yes, I do. 25

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HLC Please look at Bundle B7 page 2528. Do you have that? Page 2528. 27

28

SINGA Yes, I do. 29

30

HLC Can you look at the last bullet point. Do you agree with me that, it was 31

IICSO’s position that, without any agreement on the credit card 32

operation, IICSO was not going to proceed any further with the 33

project? Last bullet point. 34

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SINGA I got to read though, it’s a bit. 36

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HLC Sure. It’s the last bullet point I’m looking at. 1

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SINGA I know. I think it says, lastly, IICSO operation, right? 3

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HLC Yes. IICSO operation. My Lady, I just miss out something. Can I seek 5

leave to allow my chambering pupil to sit in the open court, to record 6

the notes. 7

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YA Are you referring to page 2529 or 2528? 9

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HLC 2528, the last bullet point. 11

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YA The last bullet at 2528. Not 2529. 13

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SINGA I’m sorry. 15

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HLC 2528 last bullet point. There, IICS requires having this. 17

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SINGA Okay, thank you. 19

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HLC The paragraph says, IICS requires having this agreement in place 21

before it can commit. That paragraph. Okay. Have you read that? 22

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SINGA Yes. Since I read something else before, can I read this please. Yes. 24

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HLC Yes. Okay. So, do you agree with me that, at that time, it was IICSO’s 26

position, that without having agreed on an agreement for the credit 27

card operation, IICSO was not prepared to proceed any further. 28

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SINGA Yes. 30

31

HLC Yes. So, coming back to paragraph 48.3, of your Witness Statement. 32

You see that, 48.3, the same paragraph that I read to you just now. 33

Razak and Rahim were the ones who proposed that the Plaintiff 34

performed all business procurement services in return for owning and 35

running the card operations for the Bank Rakyat project. Okay. 36

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SINGA Yes. 1

2

HLC So, when you say owning and running the card operations for the 3

Bank Rakyat project, it is that particular agreement, that has not been 4

agreed to as referred to at page 2528. Am I correct? We are talking 5

about the same operation. Just now at 2528. Okay. I asked you that, 6

without the agreement on the credit card operation in place, IICS 7

would not commit any further. So, there is no agreement on the 8

operation. So, now at 48.3, it also talk about owning and running the 9

card operations for the Bank Rakyat project. So, my question is, we 10

are talking about the same operation here, the same card operation. 11

Am I correct? 12

13

SINGA Yes, but there’s a caveat here, because this one also refers to pre-14

operations consultancy that wasn’t being paid either. 15

16

HLC So, when you say, this also refers to, that means the 48.3 answer also 17

refers to the pre-operations consultancy. 18

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SINGA No. The page 3. 20

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HLC 2528. 22

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[00:15:00] 24

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SINGA 2528. In B7 refers to the contract that will enable the pre-operations 26

consultancy which was eventually paid, as well as the post-operations 27

ongoing. 28

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HLC Okay. Post operation. Okay. So, at paragraph 48.3, this one is 30

referring to the post-operation. Am I correct? 31

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SINGA Yes, but at that time, we weren’t sure whether the pre-operations 33

would also be included in that. 34

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HLC Okay. With reference to paragraph 48.3, of your answer. Okay. I put it 36

to you that, it was clear to all parties, right at the beginning, that, this 37


thing called owning and running the card operations for the Bank 1

Rakyat project, okay. In your words, owning and running the card 2

operations for the Bank Rakyat project, this thing is always subject to 3

parties being able to agree on the post operation agreement. Do you 4

agree with me? 5

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SINGA I don’t agree. 7

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HLC If you don’t agree, why did IICSO or the Plaintiff or you or Uday, 9

whoever, engage in such a prolong negotiations with the Second 10

Defendant in trying to agree on the post operation agreement? 11

12

SINGA It wasn’t really our fault at all, in fact, we started it back in May of 13

2007, and you can see for yourself that there were a lot of delay 14

tactics involved. Every time I used, we used to remind Razak about it, 15

he used to come back and say. 16

17

HLC When you say remind Razak, what do you remind? Just to clarify. 18

19

SINGA About pursuing the finalisation of the contract. Then he would dump 20

on us, a lot of request for continuing with the project management 21

team as well as in facilitation of the negotiations. You can see that 22

trend all throughout. 23

24

HLC Yes. So, but did you at any point in time, during that negotiations, 25

okay. Did you at any point in time in the negotiation, tell the Second 26

Defendant that, “Hey, we should stop negotiating, because you have 27

agreed to award the contract to me, right at the outset.” Did you ever 28

say that? 29

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SINGA No, as a matter of fact, we were discussing terms and. 31

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HLC Did you ever say that? 33

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SINGA Can you repeat your question again? 35

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HLC Did you at that time when parties were negotiating on the contract, 1

during that whole period, that you say there were a lot of delaying 2

tactics, a long time and all those things, during the entire period. Did 3

you at any time, during that period, tell the Second Defendant that. 4

5

SINGA Tell. 6

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HLC Or inform. Anything. 8

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SINGA Inform. Okay. 10

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HLC Inform the Second Defendant that, “Hey, we should stop negotiating, 12

because you have agreed to award the contract to me, right from the 13

outset.” Did you inform the Second Defendant of this? 14

15

SINGA No, as a matter of fact, we were discussing terms and conditions, not 16

the contract itself. 17

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HLC No. I know you were discussing terms and conditions. But I am asking 19

you, did you at any time say that, “Hey, you have agreed to award this 20

contract to me, right from the outset,” or something to this effect. 21

22

SINGA No, as a matter of fact, if we believe they are also acting in good faith. 23

24

HLC No, I don’t need to know what you believed. I just need to know, as a 25

matter of fact, did you or did you not, inform this to the Second 26

Defendant? 27

28

SINGA No, we didn’t. We trusted them, they were acting in good faith. 29

30

HLC I put it to you that, why this was never raised at all is because there 31

were never such agreement from the outset, to start with. Do you 32

agree? 33

34

SINGA I totally disagree. Totally disagree. 35

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HLC I put it to you that, because the Plaintiff and IICSO knew that the 1

owning and running of the card operations for the Bank Rakyat project 2

was always subject to parties being able to agree on the post op 3

agreement, that is why the Plaintiff and IICSO continued to engage in 4

negotiation with the Second Defendant on the post op agreement. Do 5

you agree? 6

7

SINGA You have to repeat that again. Because it’s a very long string. 8

9

HLC Okay. I put it to you that, because, okay. The Plaintiff and IICSO knew 10

that, this thing called owning and running of the card operation for the 11

Bank Rakyat project, that you mentioned in 48.3, okay. Because I say, 12

the Plaintiff and IICSO knew that, owning and running the card 13

operations for Bank Rakyat project was always subject to parties 14

being able to agree on the post op agreement. I say this is the reason, 15

and that is why the Plaintiff and IICSO continued to engage in 16

negotiation with the Second Defendant on the post op agreement. Do 17

you agree? 18

19

SINGA I don’t agree at all. 20

21

HLC I put it to you that, with reference to paragraph 48.3, okay. In 22

reference to 48.3, I put it to you that, the Plaintiff was performing the 23

so called business procurement. 24

25

SINGA Can you repeat that, from the beginning. Somebody was coughing. 26

27

HLC No. I’m just looking at 48.3. I say. Please refer to 48.3. Okay. I put it to 28

you that, the Plaintiff was performing the so called business 29

procurement services, in return for an opportunity to own and run the 30

card operations for the Bank Rakyat project. Do you agree? 31

32

SINGA I totally disagree, because the word opportunity. 33

34

HLC Can you show me any written correspondences between the parties, 35

which says that, or which point to the fact that, there was an earlier 36


promise by the Second Defendant to award the post operation 1

contract to IICSO. 2

3

SINGA There was absolutely no written email or any handwritten document in 4

terms of this agreement, because we work on trust basis. 5

6

HLC Do you think that this so called promise or agreement was important 7

to the Plaintiff or IICSO? 8

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SINGA Not in this case, because one of them was a person we trusted with 10

everything for five years. 11

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HLC No, I’m asking you. Was this promise or agreement okay, that you say 13

the Second Defendant would award the contract to you. Okay. This 14

promise and agreement that you are contending. Okay. So, I’m asking 15

you, was this promise or agreement, was this important to the Plaintiff 16

or IICSO? 17

18

SINGA Yes. In that case, it was important because that’s what we started 19

working on, based on that, right, everything. 20

21

HLC Despite it’s important, so for the period of well over two years, the 22

Plaintiff and IICSO, you and Uday chose not to mention a single word 23

on this important fact, that, in your words, that made you or made the 24

Plaintiff do whatever they did. I put it to you that, what you say is not 25

the truth. There was never such promise by the Second Defendant. 26

Do you agree? 27

28

SINGA I totally disagree. We didn’t put anything in writing, because of request 29

for not doing so. 30

31

HLC Sorry. Again. Because of? 32

33

SINGA We did not put anything in email, because we were asked not to use 34

the email to mention these things. In fact, even during our 35

presentation to the senior management in Silverlake. 36

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HLC Who asked you to? 1

2

SINGA Primarily it was the First Defendant who said don’t use any email on 3

these things. And we avoided mentioning any commitment made by 4

Rahim and Razak, in order to avoid the conflict. 5

6

HLC You had the chance to meet with Razak’s superior. 7

8

SINGA Yes. 9

10

HLC Am I correct? 11

12

SINGA Yes. 13

14

HLC At various stages of this project. Am I correct? 15

16

SINGA I don’t know if it’s his superior, but we spoke to Andy. Yes. 17

18

HLC How about Mr Goh? 19

20

SINGA Mr Goh I didn’t meet till April. 21

22

HLC Sure. But I’m saying that you had the opportunities to meet with 23

Razak’s superior. Am I correct? 24

25

SINGA Are you asking me, if I should have initiated a discussion with. 26

27

HLC No, not should have. You don’t need to anticipate what’s coming next. 28

You just need to answer it as a matter of fact. So, I’m saying. 29

30

SINGA Repeat that question then. 31

32

HLC You had the opportunities to meet with Razak’s superior. Am I 33

correct? During these two years. 34

35

SINGA I don’t understand what you mean by saying opportunities. In other 36

words. 37


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HLC You had in fact met with Razak’s superior. At different occasion, 2

during these two years. 3

4

SINGA We had met with only Andy. I don’t know if he’s his superior. 5

6

HLC Okay. So, did you ask Andy whether the so called promise is indeed 7

true? 8

9

SINGA No. As a matter of fact, in all. 10

11

HLC Did you ask Andy whether the so called promise is indeed true? 12

13

SINGA We gave a presentation. 14

15

HLC No, did you ask or not, Dr? 16

17

SINGA Specifically? 18

19

HLC Yes. 20

21

SINGA No. 22

23

HLC That’s it. 24

25

SINGA No. 26

27

HLC So, met with someone in the position of power and yet you did not 28

even seek any verification or confirmation. So, I put it to you that, why 29

that happened is because, again there was simply no such promise 30

made. Do you agree? 31

32

SINGA I totally disagree, because you said, position, person in position or 33

power. That is a total assumption. We didn’t even think it was a 34

position or power. 35

36

HLC But you have met with Mr Goh Peng Ooi. Am I right? 37


1

SINGA No, I had not. 2

3

HLC You have never met with Mr Goh Peng Ooi? 4

5

SINGA Till the, May of 2008, I have not. 6

7

HLC Yes. So, after that, when you met Mr Goh Peng Ooi, did you ask him 8

to verify the so called promise? 9

10

SINGA No. As a matter of fact, when he is, when he told us. 11

12

HLC So, did you ask or not, Dr? I’m sure that your lawyer, your counsel will 13

ask you further question, if necessary. Can you just be specific. 14

15

SINGA No. When he told us he cannot give us the project, we just walked out. 16

17

HLC So, you did. Did you mention that, “Hey, there was an earlier promise 18

given by the Second Defendant.” Did you say that? 19

20

SINGA No. 21

22

HLC I put it to you that, why you did not ask and why you did not say, is 23

because there was no such thing right. There was no such promise 24

made at all. Do you agree? 25

26

SINGA I totally disagree, because you can look at the presentation we made, 27

on 5th of December, and it mentioned clearly how the evolution took 28

place. 29

30

HLC Sorry. Again. The last few words. 31

32

SINGA The presentation that we used. Presentation material that we used on 33

5th of December, when we first met with Andy, and so, who was I 34

thought from the finance side, which is why he was there. It does 35

describe how this thing evolved, as two separate entities going jointly. 36

And then, eventually had to be a single entity, because MBF was 37


proposing a single and comparatively speaking it would have paid off, 1

to go as two separate entities. 2

3

HLC I put it to you that, the so called presentation was merely a proposal 4

by the Plaintiff on behalf of IICSO. Do you agree? 5

6

SINGA I totally disagree, because if you look at Razak’s email. He is the one 7

who told us, present it as though you are a sub-contractor. We didn’t 8

ask for it. 9

10

HLC Show us that, please. 11

12

SINGA Page 132. 13

14

HLC Bundle? 15

16

SINGA B1. 17

18

HLC B1, 132. Yes. Where? 19

20

SINGA Last sentence, says, “Kindly submit to Silverlake on your proposal for 21

Silverlake to outsource to you, on the credit card operation.” 22

23

HLC So, did you see the word proposal? Wasn’t that what I asked you just 24

now? It was merely a proposal by the Plaintiff, Dr Narayanan. 25

26

SINGA It was a presentation made to Silverlake, upon Razak asking us to put 27

it as though we are asking to outsource the project. 28

29

HLC Yes. So, you refer us to 132. That’s why, I’m putting it to you, that the 30

presentation was merely a chance for the Plaintiff to present the 31

proposal to the Second Defendant’s management. Do you agree? 32

33

SINGA The word, proposal, in this case, may not be the same as what you 34

are thinking. What we were asked to do is, give all the background in 35

terms of, how this thing evolved, and what it is that, the Plaintiff is 36

bringing to the table, and what it is that, Silverlake is bringing, in terms 37


of systems. And eventually, it turned out that, they asked for a 64 days 1

split, because the Plaintiff was going to make more money. 2

3

HLC Do you agree with me that at page 112. 4

5

SINGA 112? 6

7

HLC Yes. Of the same Bundle. 8

9

SINGA Yes. 10

11

HLC At that time, it, this financial projection is already based on the 12

outsourcing model? 13

14

SINGA It was based on a joint scenario with the prime vendor and the sub-15

contractor. 16

17

HLC So, the operation is outsourced? 18

19

[00:30:00] 20

21

SINGA The alliance linked was that, in terms of using the word “outsourced,” I 22

wouldn’t even think about it. 23

24

HLC So, therefore, I’m putting it to you that, 112 and 132 are talking about 25

the same thing, which is, the Plaintiff’s proposal to have this 26

outsourced to an operating company. Do you agree, which eventually 27

become IICSO? 28

29

SINGA You see counsellor, the word “outsourced” is used by Bank Rakyat 30

when they are outsourcing to whoever the partner is, eventual partner. 31

So, it’s already being outsourced by Bank Rakyat to Silverlake, if 32

Silverlake did win that project. 33

34

HLC So, do you understand the word “outsourced” at page 132? 35

36

SINGA That’s a. 37


1

HLC Do you understand the word, or not? 2

3

SINGA That’s Razak’s word. I don’t know what it means. 4

5

HLC You don’t know what it means. And yet you proceeded to do the 6

presentation without seeking clarification. Is that correct? 7

8

SINGA Well, he uses the word “outsourced.” Outsourced in this case is. 9

10

HLC No, Dr Narayanan. I already asked you. Do you know what it means 11

by outsourced here? You already said, you don’t know. This was the 12

answer you gave to the court. So, I’m asking you now, without seeking 13

clarification on what is meant by outsourced, you, the Plaintiff 14

nevertheless proceeded to give the presentation. Is that correct? 15

16

SINGA If they are saying we go as partners, yes. 17

18

HLC No. You don’t need to assume, because you already said you don’t 19

know. I asked you specifically. 20

21

SINGA I’m trying to explain the word “outsourced” and there are two stages of 22

outsources here. 23

24

HLC No, that’s why I asked you Dr. Okay. Once you’ve answered, that is 25

your answer. So, I’m asking you. Do you know what is meant by 26

“outsourced?” And then you told us just now, specifically, this is 27

Razak’s word, I don’t know. 28

29

SINGA I don’t know what he means here. 30

31

HLC Yes. 32

33

SINGA But I’ll assume something here though. Right. 34

35

HLC So. 36

37


SINGA I’ll assume. And what he’s saying is, Silverlake is going to be the 1

prime vendor. So, if we get it, then we outsourced that project to you. 2

3

HLC So, therefore, Dr Narayanan, I put it to you that, that can never be any 4

common intention between the parties, when, number (1) you did not 5

even understand what Razak meant. And number (2) you are only 6

making your own assumption. Am I correct? 7

8

SINGA No. 9

10

HLC You can agree or disagree. 11

12

SINGA I totally disagree. 13

14

HLC Okay. 15

16

SINGA I think that’s a word question here. 17

18

HLC Please look at Question 7 of your Witness Statement. Okay. If you 19

look at first paragraph. You say that, a proposal with the Plaintiff 20

providing operations support, okay. This part. Plaintiff providing 21

operation support. If you look at paragraph 3, it says that, “Plaintiff do 22

agree to be the proposed partner to manage the operations of the 23

outsourcing project.” 24

25

YA Question? 26

27

HLC Question 7 of the Witness Statement. First paragraph. It says that, “A 28

proposal with the Plaintiff providing the operation support,” and 29

number (3) is, “Proposed partner to manage the operations of the 30

outsourcing project.” Okay. Do you agree with me that, these two 31

activities, if materialised, would become the business of the Plaintiff or 32

IICSO? 33

34

SINGA Let me make sure I understand. Now, you are looking at the first 35

paragraph of Question 7. 36

37


HLC Yes. 1

2

SINGA And then, you are also looking at the third paragraph of the same 3

Question 7. 4

5

HLC Alright. Where it says, what the Plaintiff needs to do. Suggested to the 6

Plaintiff that, a proposal with the Plaintiff providing operations support. 7

That’s number (1). Okay. 8

9

SINGA Hold on. Are you looking at first paragraph or the third paragraph? 10

11

HLC No, first paragraph, you see, okay. At the end of second line. 12

Suggested to the Plaintiff that a proposal with the Plaintiff providing 13

the operations support. Okay? 14

15

SINGA Yes. 16

17

HLC Point number (1). Then, you zoom in to paragraph number (3). Okay. 18

You see there, the Plaintiff do agree to be the proposed partner to 19

manage the operations of the outsourcing project for Bank Rakyat. Do 20

you see that? 21

22

SINGA Yes. 23

24

HLC Okay. So, there are two points that I’m pointing out now. So, my 25

question to you is that. Do you agree with me that these two activities 26

or these two task or work, whichever word you want to use, okay, are, 27

will if it materialise that way. 28

29

SINGA I’m sorry, I. Start from the beginning of the sentence, please. 30

31

HLC Okay, there are two points that I pointed out. Providing operations 32

support and manage the operations. See that? 33

34

SINGA Providing operations support and managing the operations. Yes. 35

36

HLC Okay. These two activities, if materialise. 37


1

SINGA If they materialise. 2

3

HLC Okay. It would be the business activity of the Plaintiff and IICSO. Do 4

you agree? 5

6

SINGA Yes. 7

8

HLC Okay. And the Plaintiff or IICSO, would be able to generate income or 9

revenue from these activities. Am I correct? 10

11

SINGA Yes. 12

13

HLC So, therefore, I’m putting it to you that, all these are actually procured 14

business for the Plaintiff and not for the Second Defendant. Do you 15

agree? 16

17

SINGA Totally disagree. 18

19

HLC In the last paragraph, can I confirm with you. Just to confirm that. 20

21

SINGA Last paragraph of? 22

23

HLC Question 7, sorry. Same question, Question 7. Okay. Can I confirm 24

with you that, Rahim was the one who asked for high level financial 25

projections and not Razak. 26

27

SINGA Since in this particular meeting, most of the talking was done by. 28

29

HLC Yes, of course, it’s only this meeting, because that is your answer. 30

31

SINGA Can I complete the sentence? 32

33

HLC Yes. It’s very specific. 34

35

SINGA I’m just trying to paraphrase it, right. Since in this meeting, it was 36

mostly. 37


1

HLC No, Dr, you can leave that for re-examination. Let’s move faster. Okay, 2

and just focus. My question to you is specific. It was Rahim who asked 3

you to develop this high level business case and not Razak? 4

5

SINGA My recollections, yes. 6

7

HLC I put it to you that, since you know that Rahim did not represent the 8

Second Defendant, what Rahim was doing was merely making a 9

suggestion to the Plaintiff, of how the Plaintiff could proceed with the 10

project. Do you agree? 11

12

SINGA I don’t agree at all. 13

14

HLC At that time, do you agree with me that, the Plaintiff had not submitted 15

any proposal at all? At the time of Question 7, of course. 16

17

SINGA Proposal to where? 18

19

HLC Submitted any proposal to any of the parties in this action. 20

21

SINGA I’m sorry. Can you repeat that question, because I’m really lost in what 22

you are asking. 23

24

HLC At that time, the time. 25

26

SINGA On 21.09.2006. 27

28

HLC Yes. The Plaintiff had not submitted any proposal to any of the parties 29

in this action. 30

31

SINGA Which parties are you talking about? 32

33

HLC There are only three parties in this action – Plaintiff, First Defendant, 34

Second Defendant. 35

36

SINGA As of 21/9. 37


1

HLC Yes. 2

3

SINGA We have not submitted anything, because that was the first time they 4

were talking about it. 5

6

HLC No, just. You see Dr, just answer the question. I’m saying that, you 7

have not submitted any proposals to either the First Defendant or the 8

Second Defendant. Is that correct? At that time. 9

10

SINGA Correct. 11

12

HLC Yes. In view of that, I also further put it to you that, at that time, the 13

Plaintiff was merely considering whether or not to participate in this 14

project. Do you agree? 15

16

SINGA I don’t agree, because based on what Rahim and Razak had kind of 17

mentioned, we saw an opportunity. 18

19

HLC Please look at Question 68.1. 20

21

SINGA Yes. 22

23

HLC Okay. Can you confirm that you have never met with the 24

representative from Bank Rakyat during the negotiation process? 25

26

SINGA Me? 27

28

HLC Yes. 29

30

SINGA I have not met anybody from Bank Rakyat. Sorry, during the 31

negotiation process? 32

33

HLC Yes. 34

35

SINGA Can you describe that period for me please? 36

37


HLC No, until the main contract was signed, with the Bank Rakyat. 1

2

SINGA There was no main contract. November. One of the persons who used 3

to work in Bank Islam, took over Bank Rakyat Card center. His name 4

is Khairul. Khairul had asked us to develop a draft operations manual 5

for Bank Rakyat to get the licence, for this card, Credit card business. 6

7

HLC Okay. So, is that. 8

9

SINGA So, if you are saying whether we have met with anybody from Bank 10

Rakyat, technically, it turned out that he was with Bank Rakyat, later 11

on. Yes. 12

13

HLC Later on. But, at that time when he made that request to you, was he 14

with Bank Rakyat? 15

16

SINGA I think he was, but he didn’t make that request. It came through 17

Rahim. 18

19

HLC Okay. So, am I right to say that, you did not know, or you do not have 20

personal knowledge of what the Second Defendant had submitted to 21

the Bank Rakyat. 22

23

SINGA At what time? 24

25

HLC During the entire negotiations between the Second Defendant and 26

Bank Rakyat, okay. I’m saying that, you do not have personal 27

knowledge, of what was submitted by the Second Defendant to Bank 28

Rakyat. 29

30

SINGA I totally disagree, because there are some emails that Razak sent for 31

us to provide feedback on, and that clearly indicates that, whatever 32

scope of services that the Plaintiff was offering was put together with 33

Silverlakes on, and he asked for feedback and additional help on filling 34

in some gaps over there. 35

36


HLC So, did you ask Razak or did you enquire from Razak, what actually 1

did the Second Defendant submit to Bank Rakyat? 2

3

SINGA No. As a matter of fact, the understanding was they’ll be the prime 4

vendor. 5

6

HLC No, did you ask or not? You don’t need to tell us the rest of the thing. 7

8

SINGA No, I didn’t. 9

10

HLC So, I put it to you that, you are merely guessing what the Second 11

Defendant had submitted to Bank Rakyat, but you do not have actual 12

or personal knowledge of what was actually submitted. Do you agree? 13

14

SINGA I don’t have any idea about the actual document that was submitted to 15

Bank Rakyat, but I do have a good understanding of that, because of 16

all the discussions and some emails. 17

18

HLC Do you agree with me that, okay. Now. Sorry. Earlier I asked you that, 19

the two activities that you are talking about, one, is to manage the 20

card operations and the, and you also to provide the support service. 21

Remember? And the Question 7. 22

23

SINGA I’m sorry. Now, I don’t mean to be rude, but your volume drop a bit 24

low. Could you repeat the same thing? 25

26

HLC Okay. At Question 7. Remember just now I asked you about the two 27

activities. 28

29

SINGA Yes. 30

31

HLC Providing operations support and also to manage the operation. 32

33

SINGA Yes. 34

35


HLC Okay. These two activities, and we have established that, if the 1

Plaintiff does that, it would be a business activity for the Plaintiff and 2

the Plaintiff will receive revenue from that. Correct? 3

4

SINGA Repeat the last part again. I’m sorry. 5

6

HLC Just now, I already asked you that, there are two activities, if it 7

materialise, would actually become the Plaintiff’s business activity and 8

the Plaintiff would generate revenue from those activities. Okay. Now, 9

my question to you is that, in order for those business activities to 10

materialise and to be able to generate revenue for the Plaintiff, it is 11

important for the Plaintiff to ensure that the Second Defendant is 12

awarded the Bank Rakyat project. Do you agree? 13

14

SINGA Since, it’s a long one, I’m going to agree in parts and not agree in 15

parts. 16

17

HLC No, you don’t need. My question is. In order for you to get those type 18

of revenue that we were talking about just now, it is important for the 19

Plaintiff to ensure that the Bank Rakyat, the Second Defendant would 20

get the Bank Rakyat project. 21

22

[00:45:00] 23

24

SINGA I agree, because they are the prime vendor. If they don’t get the 25

project, then neither one gets it. 26

27

HLC Alright. And, therefore, I further put it to you that, for all the so called 28

facilitation that you mentioned at 68.1 of your Witness Statement. 29

Okay. 68.1 of your Witness Statement, you say, no, but we assisted in 30

facilitating the Second Defendant’s discussions with Bank Rakyat. 31

Okay. So, my question is, I put it to you that, those assistance or 32

facilitation that you mentioned under question, answer to Question 33

68.1, was actually done in order to get business for the Plaintiff. Do 34

you agree? 35

36


SINGA I totally disagree. It is to get the project for the partnership of 1

Silverlake and Plaintiff. Yes. But not. 2

3

HLC So, at that time, has there been a partnership established between the 4

Second Defendant and the Plaintiff? 5

6

SINGA In principle yes. Right from 21.09.2006. 7

8

HLC So, can you show us the documents, which document, what type of 9

partnership are we talking about? 10

11

SINGA You are going back to the written document, there is nothing. It’s a 12

verbal agreement and a request for partnership. 13

14

HLC And what, request for partnership? 15

16

SINGA I’m sorry? 17

18

HLC The last few words that you say. It was verbal agreement and. 19

20

SINGA And the request for working together in a partnership. Yes. 21

22

HLC Who made that request? 23

24

SINGA Again, Rahim on the first meeting, most of the time. I don’t know what 25

exactly Razak said because it was all in Malay, but I think Uday can 26

discuss that better. 27

28

HLC In view of that. In view of your last answer, I put it to you that, there 29

was never any such request or proposal for partnership that came 30

from the Second Defendant. Do you agree? 31

32

SINGA Since, I just said that I don’t know what exactly was said in Malay. I’m 33

going to disagree, because I don’t know that it’s true. 34

35


HLC Okay. So, at paragraph 10.2 of your Witness Statement. Okay. When 1

you say, “among others.” What do you mean, by “among others?” Can 2

you tell us, all those others, that are relevant to our present case? 3

4

SINGA To our what? 5

6

HLC To the present case. In this court case. 7

8

SINGA Okay. Good. We had actually developed initial scope of services for 9

the Plaintiff, as well as some high level financials that were requested 10

on the first meeting, which is the 21.09.2006. So, we met and concur I 11

think in the second meeting, I’m not sure about that, the location now. 12

But, we went through that, but somewhere along that line, Razak 13

started speaking more and more, and to me also, in English. So, I 14

asked him specifically, why is it Silverlake asking, asked to do the 15

operations. Right. 16

17

HLC Can you speak louder? 18

19

SINGA Sorry. 20

21

HLC Speak louder. 22

23

SINGA My question was, why Silverlake asking, because I’ve gone through 24

some of these things in the past, where somebody from a large 25

organisation comes and ask me for, responding to RFB or something 26

like that. And then, we find that the person was individually trying to 27

get some project for himself within the company, and there was not full 28

support of the company behind it, and we would eventually have 29

wasted all that effort. 30

31

HLC Dr, I’m asking you. You see, when you say among others, I have 32

personally asked, and blah blah and all these things. So, you already 33

said one part, that, why you think that, or why Razak could not get his 34

people to do the work for him. So, I’m asking you, when you say, 35

among others, what are those others. You don’t need to repeat what 36

you already said in the statement. 37


1

SINGA We went through the materials that we had prepared, the scope of 2

services, and the template, financial template. Because we have to 3

develop the Excel spread sheet. Right. And we went through them. 4

5

HLC So, at that time, the Plaintiff had already developed the financial 6

projection. Is that correct? 7

8

SINGA Financial projections are evolved. You start from a certain. 9

10

HLC So, what have you prepared? Don’t need to give us another lecture on 11

that. Just help us. Then, what have you prepared? 12

13

SINGA The first set of high level financial that Rahim had requested for. 14

15

HLC Okay. That means, at that time, the Plaintiff had already prepared the 16

high level financials. This is what you have just said. 17

18

SINGA Initial, I would say. Initial. 19

20

HLC This is what you just said. 21

22

SINGA Initial high level. Yes. 23

24

HLC Okay. So, is that high level financials that you said, had already been 25

prepared at that time. Is it found in the Bundle? 26

27

SINGA Yes. 28

29

HLC Which one? Which one is it? 30

31

SINGA I refer you to 35.2 in my Witness Statement. Page 13. 32

33

HLC No. So, where is the financial? 34

35

SINGA Go to Bundle 7. 36

37


HLC Okay. 1

2

SINGA Page 2778 to 2792. 3

4

HLC Okay. And then? 5

6

SINGA This one was reviewed with both Rahim and Razak on that day, in 7

Concorde. So was 2793 to page 2815 of CBD8. Actually it goes from 8

CBD7 all the way to CBD8. 9

10

HLC Okay. That’s all? Okay. 11

12

SINGA Hold on. On that day, these were the two files that were given. 13

14

HLC Okay. Now, looking back at paragraph 10.2 of your Witness 15

Statement. At that time, okay. In the same parapragh, at paragraph 16

10.2, you mentioned two things. Business case and financial 17

projections. You see that? Okay. Now, so this business case and 18

financial projections, at that time, at the 01.10.2006, has it been 19

prepared? 20

21

SINGA Has it been what? 22

23

HLC Has it been prepared? Has it been done, this business case and 24

financial projection? 25

26

SINGA Those were the two files, I was just talking about. 27

28

HLC So, the two files that you were talking about, is actually the so called 29

business case and financial projections, referred to at paragraph 10.2. 30

Am I right? 31

32

SINGA Yes. 33

34

HLC I put it to you that, you are not telling the truth because at 10.3, you 35

said that you did not want to waste time, but the fact of the matter is 36

that, you had already spent time doing that. Do you agree? 37


1

SINGA I’m sorry, but in terms of percentage, that work. 2

3

HLC Do you agree? Because. I am asking you. 4

5

SINGA That work compared to all the things we did, it’s about less than 2%. 6

7

HLC Dr Narayanan, I’m asking you. I’m saying that, you are not telling the 8

truth. So, it’s very simple. Do you agree? 9

10

SINGA I totally disagree. 11

12

HLC So, since you already spent the time, by preparing the documents that 13

you referred us just now, why would you still need to ask that 14

question, and why your answer at 10.3 suggest that you were trying to 15

avoid spending time. 16

17

SINGA I just didn’t want to spend six months of effort. If it was going to be a 18

suspicious, I would have knocked it out. 19

20

HLC Then why didn’t you ask this right at the first meeting? 21

22

SINGA First meeting, Rahim told us and we believed him. Even now, I 23

believed him. 24

25

HLC I see, okay. So, ultimately, at paragraph 10.3, you say that you do not 26

want to spend time on meaningless proposal. So, I put it to you that, at 27

that stage, it was very clear to all parties that the Plaintiff was merely 28

making proposals. Do you agree? 29

30

SINGA No, not at all. We are responding to a request for partnership here. 31

32

HLC And again, the so called request for partnership is the same request 33

that you’ve mentioned earlier in your answer. 34

35

SINGA Yes. 36

37


HLC By looking at your answer to 10.2, 10.3, and 10.4, of your Witness 1

Statement. I put it to you that, it was your view at that time, that the 2

Second Defendant was in a position to prepare its own business case 3

and financial projection. Do you agree? 4

5

SINGA I don’t agree, because I don’t know exactly what all they are capable 6

of doing. But they were much bigger entity than we were. Yes. 7

8

HLC At paragraph 34 of your Witness Statement. Okay. You said that, see 9

that, paragraph 34? 10

11

SINGA Yes, I do. 12

13

HLC You said that, “The Second Defendant identified and referred to Uday 14

and me of the Plaintiff, as the card operations team in various 15

presentations and meetings with Bank Rakyat.” I put it to you that, 16

since you were not involved in the meeting with Bank Rakyat and 17

since you were not, you did not know what the Second Defendant 18

submitted to Bank Rakyat, you were not in the position to know 19

whether you and Uday were identified and referred to. Do you agree? 20

21

SINGA Repeat that last part again, because this is very important. 22

23

HLC Okay. I say that, because you were not involved in the negotiation with 24

Bank Rakyat, you did not meet with Bank Rakyat and you did not 25

know what was submitted to Bank Rakyat, so therefore, I put it to you 26

that, you are not in a position to say that, Uday and you have been 27

identified and referred to. 28

29

[01:00:00] 30

31

SINGA There was so many emails there asking us and delegating us to be 32

the card operations from, to the. 33

34

HLC No, through the, to Bank Rakyat. 35

36


SINGA The main presentation that was given in Awana Genting on the kickoff 1

was done by me. 2

3

HLC So, that was after the contract was awarded. 4

5

SINGA Yes. But that was, that was the end of this one. 6

7

HLC So, that was after. 8

9

SINGA Officially, officially, we did not meet with anybody in Bank Rakyat 10

because Silverlake didn’t want us to meet. 11

12

HLC Please look at Question 39.1. Okay. 13

14

SINGA Yes. 15

16

HLC This you are referring to an email dated 03.10.2006. The earlier that 17

we are talking about is 1st October, so now is 3rd October. Then, you 18

put in the attachment, initial proposal from the Plaintiff to Bank Rakyat. 19

When you say, it’s a proposal from the Plaintiff to Bank Rakyat, and 20

then you further say that, “Understand that this proposal was to be 21

presented to Bank Rakyat by Razak together with Second 22

Defendant’s own proposal.” Are you saying that, you expected both 23

proposals, that means, the Plaintiff’s proposal and the Second 24

Defendant’s proposal, both will be submitted to Bank Rakyat. 25

26

SINGA I don’t know how it was going to work out, but we were asked to give a 27

certain proposal, giving a background as well as pricing, as well as the 28

scope of services. And when we get. 29

30

HLC Again, you talked about, you were being asked, where is that request? 31

32

SINGA For the 18th time, there was no written agreement. 33

34

HLC So, who asked you? 35

36

SINGA Rahim and or Razak. Again. 37


1

HLC There is no such thing as and or when giving evidence, as a matter of 2

fact. 3

4

SINGA Most of the talking was done by Rahim. And I don’t know what Razak 5

said, in Malay, but it was a joint request. 6

7

HLC It was what? 8

9

SINGA It was a joint request. 10

11

HLC If you don’t even know what Razak was saying in Malay, how did you 12

know that it was a joint request? 13

14

SINGA I do talk after that, for de-briefing session, you know, with my partner. 15

16

HLC So, therefore, you do not have any personal knowledge whether or 17

not, it was indeed a joint request. Am I correct? 18

19

SINGA Well, if my partner says. 20

21

HLC No, you do not have personal knowledge, because you did not hear it 22

from Razak yourself. 23

24

SINGA Well, Razak then speak too much, but whatever he spoke was in 25

Malay. So, I don’t know. 26

27

HLC Yes. Just say you don’t know. So, therefore, I put it to you that, when 28

you say, you were given to understand, okay, this did not involve 29

Razak. Do you agree? 30

31

SINGA I don’t agree to that at all. 32

33

HLC Do you agree with me that, if you look at page 22 of Bundle B1. Okay. 34

This is the slide prepared by the Plaintiff. Do you agree with me that, 35

this is considered as a pre-ops services? 36

37


SINGA At that time, there was no pre-op or post-op. These are the scope of 1

services that the Plaintiff was going to provide. 2

3

HLC And this is up to the stage before, until the stage of user acceptance 4

testing. Am I correct? 5

6

SINGA In order to get the operations going. Yes. 7

8

HLC Okay. So, do you agree with me that, for this scope of services, the 9

pricing of the Plaintiff is found at pages 27 to 28. Is that correct? 10

11

SINGA Hold on a second. 12

13

HLC Sorry. 14

15

SINGA Hold on a second, please. I think at that stage, Uday’s thinking was 16

that these are the services that we need to provide. 17

18

HLC No. I’m just talking about 27 and 28, is the pay, is the payment that 19

you proposed for those services. 20

21

SINGA At that time, yes. 22

23

HLC Okay. So, the amount is 500,000. Is that correct? 24

25

SINGA For these two, yes. 26

27

HLC Yes. Please look at page 51. Still the same proposal. 51. 28

29

SINGA 51? 30

31

HLC Yes. 32

33

SINGA Okay. 34

35


HLC This is part of the proposal. It says that, letter for intent for 1

appointment of LOC as insourcing vendor. Who did you expect to 2

issue the letter of intent for LOC? 3

4

SINGA At this stage, it was going to be Bank Rakyat that’s addressing to the 5

separate partners. 6

7

HLC Okay. So, at that time, the expectation was that, the Bank Rakyat will 8

appoint LOC directly. Is that correct? 9

10

SINGA Based on what was told to us, by Rahim and Razak, yes. 11

12

HLC Even in the next proposal, at page 52 to 92, okay, that position was 13

still the same. Is that correct? 14

15

SINGA Last part again, please. 16

17

HLC Even at page 92, the position is still the same – as in, the Bank Rakyat 18

would appoint LOC directly. 19

20

SINGA October 6th, yes. 21

22

HLC Therefore, what the Plaintiff was doing, was actually trying to convince 23

Bank Rakyat to enter into a contract with the Plaintiff. Why is then the 24

Plaintiff charging the Second Defendant, okay, for this preparation, 25

preparing this proposal as part of the business procurement services? 26

27

SINGA The first part, whatever you said, I totally disagree. Because he said 28

that, at that time, we were trying to get Bank Rakyat to approve this. 29

We were responding to a request by Rahim and Razak to give a 30

proposal from the Plaintiff for operations. That’s what we were doing. 31

And if that was being presented to Bank Rakyat, as a separate entity, 32

so be it, but I don’t think it went that way at all. 33

34

HLC Yes. But the intention was to get a contract directly from Bank Rakyat. 35

Is that correct? 36

37


SINGA If they say. 1

2

HLC No. That it was the intention. The intention of the Plaintiff at that time, 3

was to get a contract directly from Bank Rakyat. Is that correct? 4

5

SINGA The intention of the Plaintiff was to respond to a request by Rahim and 6

Razak to provide the Plaintiff’s proposal. 7

8

HLC But you put it in here. Letter of intent for appointment of LOC as 9

insourcing vendor. Down payment for process design and operation 10

manual. Who will receive this down payment? 11

12

SINGA Well, we will receive it. 13

14

HLC Who will receive the down payment? 15

16

SINGA We will receive it, but if, unless Rahim actually presented it that way, 17

we will not going to receive anything. 18

19

HLC Dr Narayanan, when you say, down payment for process design and 20

operation manual, and all these things, would this down payment be 21

paid to, or any part of this down payment, would it be paid to the 22

Second Defendant? 23

24

SINGA No. As a matter of fact, at that time, we were going as separate 25

partners, right. 26

27

HLC Exactly. So, the Plaintiff was trying to get business for themselves and 28

not the Second Defendant. Therefore, I put it to you that, the Plaintiff 29

was not providing any business procurement services to the Second 30

Defendant. Do you agree? 31

32

SINGA I totally disagree, because the first part you said, we were seeking a 33

business from Bank Rakyat. No, we were responding to a request by 34

Rahim and Razak to give our proposal, which they said, they would 35

present jointly with us, at this stage. What they did with that, I’m sure 36

you know. 37


1

HLC You said that, this is what they asked you to prepare. 2

3

SINGA Yes, everything at this stage was in response to their request. 4

5

HLC Okay. Do you agree with me that, at this stage when you prepared this 6

proposal, the IICSO did not come into play? 7

8

SINGA No. As a matter of fact, the IICSO’s evolutionary process that started 9

after this one, when they said, there should be a single company 10

established for Islamic card. 11

12

HLC If you say that, Rahim and Razak asked you to prepare this, and this 13

did not involve IICSO, I put it to you that, this concept or this idea of 14

IICSO actually came from the Plaintiff and not the First or Second 15


17

SINGA I totally disagree, because when you expand the word IICSO, you will 18

know what it is. 19

20

HLC Did Rahim or Razak, okay. You said that they told you to set up IICSO 21

and all these things. Okay. So, did Rahim or Razak tell you, why was 22

there such a need? 23

24

SINGA Yes. There were a few ad hoc meetings between the 5th of November. 25

I’m sorry, 05.10.2006 and sometime in November, when this whole 26

idea of setting up a separate company that specialises in Islamic card 27

and how it could evolve into the region – Thailand and Indonesia. 28

29

HLC Dr, I just ask you, did Rahim or Razak tell you why was there such a 30

need? Can you be specific. You don’t need to go round the world and 31

answer all those things. Just be specific. 32

33

SINGA Specific reason that it started with was, MBF was giving a single 34

proposal that took care of both the operations and the system. And in 35

order to be comparative, Silverlake had to do the same. 36

37


HLC So, you said that, but if having IICSO, then they are not single entity 1

anyway. 2

3

SINGA It is single entity from Bank Rakyat’s point of view. IICSO was going to 4

be under the umbrella of Silverlake. 5

6

HLC So, therefore, whether with or without IICSO, as far as Bank Rakyat is 7

concerned, it is still single entity. So, I put it to you that, there was 8

absolutely no reason why the Second Defendant would want IICSO to 9

be set up. Do you agree? 10

11

SINGA I don’t know about the reason, but those were the discussions that 12

took place. 13

14

HLC In view of the absence of a valid reason, I put it to you that this, 15

whatever you said just now simply did not take place and this concept 16

of IICSO actually came from the Plaintiff. Do you agree? 17

18

SINGA I totally, totally disagree as you will see later. 19

20

HLC I put it to you that, the Plaintiff wanted to have a new entity to 21

undertake the operation because the Plaintiff would like to concentrate 22

only on consultancy services. Do you agree? 23

24

SINGA That’s. I totally disagree, because you can always change the name of 25

the company. That’s not a problem at all. Silverlake, your client has 26

done that, you know. They started with Silverlake System and right 27

now, they are doing this. 28

29

HLC Dr, I don’t think we need those, okay. So, leave it for your counsel, I’m 30

sure that he will do his job, okay. So, just cut that. As far as the 31

Second Defendant is concerned, whether is it LOC as in the Plaintiff, 32

or whether is it IICSO, it makes no difference. Do you agree with that? 33

34

SINGA As far as the Second Defendant? 35

36

HLC Yes. 37


1

SINGA Not based on what I heard in that period of. 2

3

HLC Then, what difference is it? If you said they are not based on what you 4

have heard? Then, what are the difference, between the Plaintiff and 5

IICSO? 6

7

[01:15:00] 8

9

SINGA They wanted us to set up a separate company that specialises in 10

Islamic card operations that can expand to the region, under the same 11

scenario – prime vendor and sub-contractor. 12

13

HLC Is this again, documented anywhere? 14

15

SINGA It’s a thing called trust. 16

17

HLC No, is this documented anywhere? 18

19

SINGA No, it is not. 20

21

HLC I put it to you that, such request, so called request by the Second 22

Defendant simply did not happen. Do you agree? 23

24

SINGA Again, I totally disagree. 25

26

HLC In your proposals, at pages 14 to 51 and 52 to 92 of Bundle 1, who 27

would do the operations? 28

29

SINGA At this stage, LOC. 30

31

HLC No, just based on this proposal. Okay. Who would do the operations? 32

33

SINGA The Plaintiff. 34

35

HLC Can you show us the relevant portions of the slides to show that. 36

37


SINGA Show which relevant portion that it’s coming from LOC? 1

2

HLC Yes. The Plaintiff will be doing the operation. 3

4

SINGA Go to the title page in bold. 5

6

HLC Which page? Just tell us the page. 7

8

SINGA Page 53. 9

10

HLC Okay. So, therefore, in this proposal that the Plaintiff put in, it was 11

already envisaged that the Second Defendant would not be doing the 12

operations of the credit card. The credit card project. Am I correct? 13

14

SINGA The credit card operations of the credit card project? 15

16

HLC The credit card operations. 17

18

SINGA That was the proposal by them. Yes. 19

20

HLC No. This proposal was submitted by the Plaintiff. Do you agree? 21

22

SINGA They asked us to present our proposal for card operation. Yes. 23

24

HLC Please look at paragraph 29 of your Witness Statement. Why did the 25

Plaintiff not submit the bid directly to Bank Rakyat? 26

27

SINGA For the same reason, we don’t submit any proposals to anybody off 28

the top of our head. We were not even aware of these things. I was 29

not. 30

31

HLC Okay. So, when you say, talk. 32

33

SINGA By the way, even if I was aware, I wouldn’t have gone because my 34

company is small. We are not equipped to do any of these things 35

without a big partner. 36

37


HLC So, therefore, the success or otherwise of the Plaintiff is dependent on 1

this bigger partner getting the job. In this case, the Second Defendant. 2

Am I correct? 3

4

SINGA Under the scenario of prime and sub-contractor, yes. Which is why we 5

were facilitating all the negotiations. 6

7

HLC You say in your first line of your answer that, the benefit to the Second 8

Defendant would have been the revenue stream for their software 9

system solution for the Bank Rakyat’s card project. That’s what you 10

said. 11

12

SINGA If they are providing only the software solution, yes. 13

14

HLC Okay. Then, how about the benefit from the operation? 15

16

SINGA Third paragraph says that, the Plaintiff would have benefited from the 17

card operations revenue stream generated from a pricing model 18

based on fixed and variable fees. 19

20

HLC If the Second Defendant were to undertake this project on its own, 21

then the Second Defendant would also get the benefit from the card 22

operations revenue stream. Do you agree? 23

24

SINGA If they did everything, yes. Which they eventually ended up doing 25

anyway. 26

27

HLC So, the concrete benefit that the Plaintiff would have benefited, is 28

paragraph 3 of what you said. The card operations revenue stream. 29

Am I correct? That would be the concrete benefit that the Plaintiff will 30

get. 31

32

SINGA For the ongoing operations, yes. 33

34

HLC And this is only possible if, number (1) Silverlake was awarded the 35

job, the project, and number (2) Silverlake sub-contract it to the 36

Plaintiff. 37


1

SINGA That’s not totally right, technically speaking, because at this stage, we 2

were still presenting it as two separate proposals. But in either case, 3

it’s both of us make money, or neither makes money. 4

5

HLC Sorry. Last part of the answer. 6

7

SINGA Either both of us have revenue streams, or neither one has. 8

9

HLC Or neither one has. What do you mean by neither one has? 10

11

SINGA If the project is not awarded, neither does Silverlake nor does the 12

Plaintiff stand to gain any revenue stream at all. 13

14

YA Do you have a long way to go? 15

16

HLC Yes. Still quite sometime. 17

18

YA Shall we break for interval, 10 - 15 minutes? 19

20

HLC Sure. Yes, will do. 21

22

JRB Court bangun. 23

24

25

26

27

AKHIR 28

29

MASA : 11:32AM 30

31

32

33

34

35

36

37


TARIKH : 04.12.2013 1

MASA : 11:54 AM 2

MULA 3

4

JRB You are still under oath. 5

6

Pemeriksaan Balas (Cross-Examination) 7

Masa: 11:54 AM 8

9

HLC May it please My Lady, I would like to continue with the cross- 10

examination of PW-1. Dr Narayanan, please look at Question 35.1 of 11

your Witness Statement. Okay. 12

13

SINGA 35.1. 14

15

HLC Yes. At page 12. 16

17

SINGA Yes. 18

19

HLC There are 15 bullet points. Okay. 20

21

SINGA Yes. 22

23

HLC At the beginning, you say that, “These activities included.” When you 24

say, “activities,” are you referring to the so called business 25

procurement services? 26

27

SINGA During that phase, yes. 28

29

HLC Yes. Okay. Then, you say, “included.” Are you saying that, a part from 30

these 15 bullet points, there are others? 31

32

SINGA There might have been minor activities. Yes. 33

34

HLC Then what are those? Either you tell us now, or it will be excluded. 35

36


SINGA I would include preparing the draft manuals for Bank Rakyat, 1

requested by Rahim, to be given so that Bank Rakyat could get the 2

licence for the card fees, card application. 3

4

HLC Okay. So, preparing the draft manual for Rahim in order for Bank 5

Rakyat to get the licence. 6

7

SINGA Not for Rahim. For Bank Rakyat, the request was made by Rahim. 8

Yes. 9

10

HLC Okay. Any other? 11

12

SINGA Off the top of my head, I cannot think right now. 13

14

HLC No. It should not be off the top of your head. This Witness Statement 15

was prepared long ago. So, is there or is there no further points that 16

you want to make, apart from this 15? 17

18

SINGA At this stage, I can’t recall all the smaller things that we’ve done. 19

Sorry. 20

21

HLC So, do you wish to add to this or not? Do you wish to add to this list? 22

23

SINGA No, I would stick with this one. 24

25

HLC Okay. Now. The first three bullet points. Do you agree with me that, at 26

that stage, you were preparing all these so called documents or tools 27

or analysis in the intention, with the intention that, it will be a joint 28

proposal scenario. 29

30

SINGA The initial part was. 31

32

HLC I mean looking at point 1, 2 and 3? 33

34

SINGA Yes. But the joint scenario didn’t come about till after they told us that, 35

because of MBF, there has to be a single proposal. 36

37


HLC No. Here you see. Third point you said, “In the joint proposal 1

scenario.” So, I’m saying that, for, actually for all three, of the first 2

three points, all these are so called activities in relation to you 3

preparing this proposals, in a joint proposal scenario. Is that correct? 4

5

SINGA You got to be careful about the, I have to be very careful about what 6

you mean by joint scenario. 7

8

HLC No, you are the one who put here, joint proposal scenario, not me. 9

10

SINGA That is one in the third bullet. 11

12

HLC So, the first and second bullet has got nothing to do with the joint 13

proposal scenario? 14

15

SINGA The first and second are what you went through earlier in terms of 16

LOC proposing directly to Bank Rakyat, in the partnership. 17

18

HLC I see. Okay. So, let’s look at the first two and the proposals that you 19

were looking at just now, was at 14 to 51. And then, 52 to 92. Is that 20

correct? 21

22

SINGA Yes. 23

24

HLC Correct? Okay. So, in 14 to 51, and 52 to 92 of Bundle B1, was there 25

any mention of the Second Defendant? 26

27

SINGA No, because they asked us to give proposals from the Plaintiff to Bank 28

Rakyat. 29

30

HLC No. You just answered my question, no, right? There was no mention 31

of the Second Defendant. 32

33

SINGA Not in these two proposals. No. 34

35


HLC Okay. So, therefore, I put it to you, that these two proposals were to 1

get business for the Plaintiff and not for the Second Defendant. Do 2

you agree? 3

4

SINGA I totally disagree, because it was supposed to be jointly presented. 5

6

HLC And for the third point, as in the joint proposal scenario. When you 7

said joint proposal scenario, are you referring to the one incorporating 8

IICSO? 9

10

SINGA What would later on become IICSO, but at this stage it was still LOC. 11

12

HLC I see. So, it’s another entity who runs the operation. 13

14

SINGA I’m sorry? 15

16

HLC Another entity who runs the operation. What is meant by joint proposal 17

scenario is that, it will be jointly with another entity to run the 18

operation. 19

20

SINGA No. Joint means Silverlake and the Plaintiff, or whatever company 21

they establish later. 22

23

HLC I see. So, this third bullet point, when you said joint proposal scenario, 24

and then you developed initial business model for the Plaintiff and the 25

Second Defendant with Bank Rakyat. Did you also use those earlier 26

models or financials that had been established under point (1) and 27

number (2)? Or did you do it afresh? 28

29

SINGA It was evolution. It was based on these, because there was a fix and 30

variable cost, which was later changed to another pricing model. 31

32

HLC So, it was based on the first and the second point and then developed 33

further. Is that correct? 34

35


SINGA I would put it like first and second, with the first high level projections, 1

and it evolved as the pricing model change, and then various of the 2

cost components were built in. 3

4

HLC Okay. In the joint proposal scenario. So, is that. In the joint proposal 5

scenario, would LOC get a contract directly from Bank Rakyat? 6

7

SINGA No, because that, at that stage, Silverlake was going to be the prime 8

vendor, which is what was told to us by Rahim and Razak. 9

10

HLC Again, when you say, told to you, you are referring to the same thing 11

that we have referred to this morning, right? 12

13

SINGA Yes. 14

15

HLC Okay. Then I don’t need to revisit that, okay. Then, when you said, 16

several amendments and enhancement on the above. Fourth bullet 17

point. 18

19

SINGA Yes. 20

21

HLC And then fifth bullet point, evaluation of MBF against Second 22

Defendant’s proposal to Bank Rakyat. Okay. Particularly on the fifth 23

point, can you show us, where is the request by either of the 24

Defendant, to ask you to evaluate MBF. 25

26

SINGA Again, it is a verbal request, and nothing is put in writing. 27

28

HLC I put it to you that, there was no such request. Do you agree? 29

30

SINGA I totally disagree, because the MBF material was given to us by Rahim 31

or Razak. I’m not sure. 32

33

HLC Again, Rahim or Razak. You know that Rahim does not represent the 34

Second Defendant, do you? 35

36


SINGA Well, he was giving us a lot of things that belong to this particular 1

project. But, more importantly, I think the actual document. 2

3

HLC Dr Narayanan, I think you just need to answer my questions. As to 4

your story, I’m sure that your counsel will ask you again. Okay. So, do 5

you know that, Rahim does not represent Second Defendant? 6

7

SINGA At that stage, I wasn’t really thinking about that possibility at all. 8

9

HLC Were you told that. Were you told that, Rahim was representing the 10

Second Defendant? 11

12

SINGA No. 13

14

HLC Okay. I put it to you that, there’s no basis for you to even assume, or 15

to think that, Rahim has the authority to represent the Second 16


18

SINGA That’s kind of presumptuous because I don’t think I know. 19

20

HLC Because you were making presumption. 21

22

SINGA No. 23

24

HLC I asked you a matter of fact. Do you know whether the First 25

Defendant, Rahim, represents the Second Defendant? Okay. Why 26

don’t you answer me. Does Rahim represent the Second Defendant? 27

28

SINGA Not in my understanding. No. 29

30

HLC No. 31

32

SINGA No. 33

34

HLC Okay. So, therefore, you knew that Rahim does not represent the 35

Second Defendant. Am I correct? 36

37


SINGA Actually, that’s where the presumption comes, because I don’t know 1

whether he was representing or not representing because that thought 2

didn’t even occur to us. All we were basing it on what he told us about 3

being an independent consultant for Bank Rakyat in this particular 4

project. 5

6

HLC Yes. Therefore. 7

8

YA Is that your answer? That you don’t know. What is your answer? 9

10

SINGA I don’t know. Because it didn’t go one way or the other. That thought 11

didn’t even cross my mind. 12

13

HLC So, therefore, I put it to you that, there’s no reason and no basis for 14

you to even think that, Rahim represent the Second Defendant. Do 15

you agree? 16

17

SINGA Like I said, I didn’t even think about him representing the Second 18

Defendant. 19

20

HLC No. You just need to answer, do you agree or not, Dr. 21

22

SINGA Since I didn’t think about it, I have to say, I don’t know. 23

24

HLC Okay. Fine. Okay. So, therefore, coming back to the fifth bullet point. 25

Just now you say that, the request from Rahim or Razak or you don’t 26

know. There’s no such uncertainty here. It’s either you don’t know, or 27

you know, and if you know, please point out who. 28

29

SINGA Specifically, I think Uday should be able to answer that, because he 30

had the material. 31

32

HLC No. You just need to answer. You don’t need to tell me whether Uday 33

needs to answer. Uday will be called as a witness. Okay. So, I’m 34

asking you. 35

36

SINGA Personally, I don’t know who gave the materials. 37


1

HLC So, okay. Personally, you don’t know who gave the materials. 2

Personally, do you know who, if any, made that request to the Plaintiff 3

to carry out this evaluation of MBF? 4

5

SINGA Off the top of my head, I should say, no, I do not. But then, I have to 6

look into the emails. 7

8

HLC Well, take your time to look into the emails now. 9

10

SINGA Refer to page 345 of B1. 11

12

HLC Yes. My question to you was, who made the request? Rahim, Razak 13

or you don’t know? 14

15

SINGA Well, I’m going to base it on this particular email. 16

17

HLC Just answer my question. Who made the request? 18

19

SINGA This 345 is an email from Uday to Razak. 20

21

HLC So, Uday made the request? 22

23

SINGA No. This is. Uday is not making a request. He is responding to an 24

evaluation that he has done and to see if that’s good enough for 25

Silverlake to take. 26

27

HLC When you say responding, then, can you show us where is the 28

request? 29

30

SINGA Again, on this email, there’s no. There’s nothing like, based on your 31

request. 32

33

HLC I put it to you that, there was simply no such request from either of the 34

Defendants. Do you agree? 35

36


SINGA I totally disagree, because I know that the materials were given by 1

them, MBF. 2

3

ABR My Lady, I just hope that the court note that the witness has been very 4

evasive, My Lady, with his answers. 5

6

HLC Is it documented anywhere that the materials were given by either of 7

the Defendants to the Plaintiff? 8

9

SINGA No documentation. No. 10

11

HLC If you look at bullet point number (6), (7) and (8). Okay. All three 12

starting with the word, “facilitating.” See that? 35.1. Bullet point 13

number 6, 7 and 8. All three starting with the word “facilitating.” Okay. 14

15

SINGA Yes. 16

17

HLC What you mean by facilitating? 18

19

SINGA The first bullet. I’ll go bullet by bullet. Facilitating Razak’s negotiations 20

with Bank Rakyat at various stages. There were a lot of. There are still 21

a lot of emails where he was asking for specific information that he 22

used in negotiations with Bank Rakyat. There are plenty of them. 23

24

[00:15:00] 25

26

Second one, counsel it’s your own firm, RDL, that Razak and Rahim 27

asked us to sit with, they were also there, and to explain card 28

operations so that, the contract can be. The SLA first. The Service 29

Level Agreement, that Bank Rakyat had provided. They could analyse 30

it and they evaluate it based on understanding. And that was two long 31

meetings. The third one, facilitating successful completion of the 32

contract between the Second Defendant and Bank Rakyat. It is all the 33

facilitation of Razak’s negotiations after the Bank Rakyat approved in 34

principal, to award the project to Silverlake, as of 15.05.2007. I’m not 35

sure about the date, but it’s the middle of May 2007. There were a lot 36

of other emails that, went back and forth, in order to complete various 37


aspects that would lead to finalising the terms and conditions. Final 1

points in establishing the main agreement between Bank Rakyat and 2

Silverlake. 3

4

HLC Okay. Do you agree with me that, at that time, it was the Plaintiff’s 5

intention that the Plaintiff or IICSO would be awarded the sub-contract 6

once the Second Defendant obtains the contract from Bank Rakyat? 7

8

SINGA I totally disagree, because that was agreed right in the beginning and 9

we were only doing everything to make sure that it will happen, 10

meaning, Bank Rakyat will award the project to Silverlake. 11

12

HLC So, you are doing all those things to ensure that the Plaintiff would be 13

awarded the sub-contract. Is that correct? 14

15

SINGA We were doing all that to make sure that Silverlake gets the project, 16

and the question of not honouring the commitment made by Rahim 17

and Razak in terms of Plaintiff doing the operations, never crossed my 18

mind. 19

20

HLC Sorry. Your second part, the. The intention is merely to get the project 21

for Second Defendant? 22

23

SINGA Yes. 24

25

HLC Because you know that, you needed the Second Defendant to get the 26

project before there is any chance that the Plaintiff would be awarded 27

the contract. 28

29

SINGA If the Plaintiff had not, if the, if Silverlake is not awarded the project, 30

neither one gets any opportunity. So, our goal was to make sure that 31

Silverlake gets that project. And the thought of Silverlake then, having 32

the Plaintiff do the card operations was agreed upon earlier, and there 33

was no question about that. 34

35

HLC Okay. When you said, agreed upon earlier, are you referring to the 36

same thing as in paragraph 13 of Bundle A? 37


1

SINGA 13 of? 2

3

HLC Paragraph 13, I believe. At page 55 of Bundle A. Bundle A. Page 55 4

paragraph 13. When you said agreed upon earlier, in your last 5

answer. Agreed upon earlier, are you referring to that? Paragraph 13 6

of page 55? 7

8

SINGA 13 has got A and B. 9

10

HLC Yes. 11

12

SINGA A is a known fact. So, we are not talking about that. B talks about 13

specifically establishing a separate company, specialising in Islamic 14

card, credit card operations. 15

16

HLC No. Dr, I don’t need you to read the whole thing out. I’m just asking 17

you. You said agreed upon earlier. So, I’m asking you, where is the 18

agreement? Are you referring to paragraph 13 of page 55? If yes, say 19

so. If no, point us elsewhere. 20

21

SINGA It’s part of 13B, but it doesn’t have to be and. 22

23

HLC No. There’s no such thing as it doesn’t have to be. It’s a factual 24

question. You said it so affirmatively. Don’t be evasive on such crucial 25

issue. You already said, “Agreed upon earlier.” That was your word. 26

Okay. So, I’m asking you. When you said, “Agreed upon earlier,” when 27

was that? Are you referring to paragraph 13? 28

29

SINGA It refers to 13 as well as some other representations that were made 30

on the first meeting. 31

32

HLC So, now you are saying that, it was based on representations made on 33

the 13th plus other representations made on the first meeting. On the 34

21.09.1990. Sorry, 2006. Is that what you are saying? So, I put it to 35

you that, all you had was, at best, representations and not agreement. 36

Do you agree? 37


1

SINGA Legally, I don’t know the difference, but if there’s a promise made, that 2

we go as a partner with them and then later on we’ll have a prime 3

vendor, sub-contractor scenario, and we’ll go on with that. Yes. It’s a 4

promise. Yes. 5

6

HLC Anyway, I have dealt with the issue with paragraph 13. Okay. I will just 7

refer to that as assumption. If you said that, there was already an 8

agreement to appoint IICSO for the operation of the credit card 9

operation, why was there a need between IICSO and the Second 10

Defendant to negotiate on a contract? 11

12

SINGA It is the same where Bank Rakyat appointed Silverlake in principle, in 13

the middle of May 2007, and then worked on the details to develop the 14

main agreement. That came about towards the end of the year. So 15

you agree in principle, then you work on the details. There’s a bit of 16

negotiations involved there. 17

18

HLC As far as the Second Defendant is concerned, the contract with Bank 19

Rakyat was entered into in November 2007. Full stop. You can take 20

whatever principle, and those things you want to. I’m asking you, if 21

you said that there was already an agreement struck in September 22

and October 2006, why did the Second Defendant and IICSO still had 23

to engage in prolonged discussion on the agreement, more than a 24

year later? 25

26

SINGA Since you ask a long question. There are two parts to it. The initial 27

promise was made that the roles, in terms of Silverlake providing the 28

system, and the Plaintiff doing the card operations. All the negotiations 29

had came about later, whereabout how much money or percentage 30

Silverlake would take 60%, it turn out 40%. And various other things, 31

thereafter. In terms of your protracted delays. 32

33

HLC Okay. Never mind, you keep the. 34

35

SINGA No. But you did mention that. So, I don’t want to let it go. The 36

protracted delay is we’re constantly reminded about, and every time 37


we got a delay in tactic thereafter. In other words, can you help us with 1

this facilitation of project management team and then, we’ll work this 2

one, in good faith later. 3

4

HLC Okay. You said just now in your answer that, the parties were 5

discussing over the monetary issue. The 60/40, the split of profit and 6

all those things. 7

8

SINGA Among others, I mean, that’s not the only thing. 9

10

HLC Among others, good. Okay. So, I put it to you that, at that time, in 11

September and October 2006, this monetary issue was not discussed 12

nor agreed upon between the parties. Do you agree? Just answer, do 13

you agree, at that time? 14

15

SINGA I totally disagree, because on 21.09.2006, it was supposed to be card 16

operations done by Plaintiff, so, whatever the revenue there goes 17

there. 18

19

HLC Dr, you said that, there were a lot of negotiations on the monetary 20

terms. That’s why I’m putting a simple question to you. In September 21

and October 2006, there was no agreement between the parties with 22

regard to this monetary terms. Do you agree? 23

24

SINGA No, I don’t, because whatever. 25

26

HLC Then, tell us what was the agreed terms in terms of monetary terms, 27

that has been agreed between the parties in September and October 28

2006? 29

30

SINGA Yes. 31

32

HLC Show it to us. 33

34

SINGA Show it. Whatever card operations revenue is, goes to the Plaintiff. 35

Whatever the Silverlake systems revenue is, goes to Silverlake. That 36

was the agreement. 37


1

HLC So, the model changed after that? 2

3

SINGA The model changed once they said, it’s going to be a prime vendor, 4

sub-contractor scenario. And even then, even in that scenario, it could 5

have been separates streams. In other words, you could still charge 6

Bank Rakyat card operations based on card operations revenue. 7

Likewise, Silverlake based on the system. But what happened was, 8

they asked us to incorporate all their cost into our financial model, so 9

that it became a larger one. 10

11

HLC Which the Plaintiff agreed to do. Just answer, which? 12

13

SINGA Yes. 14

15

HLC Yes. So, therefore, I’m putting it to you that, at that time, parties are 16

actually discussing the material terms of the proposed sub-contract 17

between the parties, including the working model, including the 18

financial arrangement, and including the most important thing, the 19

monetary benefits of each parties. So, therefore, I put it to you that, as 20

of September and October 2006, there were no, there was no 21

agreement between the parties in respect of this material terms. Do 22

you agree? 23

24

SINGA I totally disagree once again, because when you talk about September 25

and October 2006, it was still separate revenue streams. So, you 26

cannot say there’s any discussion about. 27

28

HLC So, therefore, the discussion was proceeded on the totally different 29

basis, in terms of the financial separation or the financial distribution. 30

Do you agree? 31

32

SINGA Repeat that question and also specify that time frame again. 33

34

HLC Okay. Because you said, at that time, September, October, it was 35

already there. It’s a split revenue. Right? 36

37


SINGA Yes. 1

2

HLC That’s what you said. So, but eventually, it wasn’t like that. Am I 3

correct? 4

5

SINGA It was. It evolved to joint scenario, with the joint stream. Yes. 6

7

HLC So, therefore, that’s why, there’s no longer a separate stream. Is that 8

correct? 9

10

SINGA Yes. That was what was told to us to. We were told to do that. 11

12

HLC So, therefore, there was never any agreement between the parties, at 13

that time in September and October 2006, with regards to this joint 14

revenue stream. Do you agree? 15

16

SINGA Once they said, 60%, 40%, after that meeting. 17

18

HLC So, the 60 and 40%, did it happen in September and October 2006? 19

20

SINGA No, it happened in December. 21

22

HLC Right. So, therefore, in September and October 2006, there was no 23

agreement between the parties on financial terms. Do you agree? 24

25

SINGA For that model of separate revenue streams, there was. 26

27

HLC Sorry? For the model of separate streams, there was? 28

29

SINGA Yes. 30

31

HLC But the model of separate stream was eventually dropped. Do you 32

agree? 33

34

SINGA It wasn’t dropped, it was. We were told to merge and said, okay, let’s. 35

36

HLC Yes, it was not utilised. Do you agree? 37


1

SINGA That I agree. Yes. 2

3

HLC So, therefore, whatever you have allegedly agreed with the parties, in 4

September and October, it was actually something that have been 5

superseded by subsequent event. Do you agree? 6

7

SINGA Yes. Subject to the statement that it was given to us by Silverlake and 8

Silverlake management about joining the (00:28:23 inaudible). 9

10

HLC I put it to you that, in the separate stream model that you said that it 11

has been agreed in September and October, the revenue will actually 12

come from Bank Rakyat and not through Silverlake. Do you agree? 13

14

SINGA I wouldn’t agree at all, because I wouldn’t know how exactly the 15

mechanics of payment would work. 16

17

HLC Because you submitted the proposal on the basis that, the money will 18

come direct, the contract will come direct from Bank Rakyat. 19

20

SINGA Not necessarily. We were told to give our proposal from LOC to Bank 21

Rakyat. And what they did with that, we had no idea. 22

23

HLC Good. Coming back to the 3 points, on the facilitating. The three 24

facilitating bullet points that you say in paragraph 35.1. Okay. Do you 25

agree with me that, at that time, the Plaintiff was still submitting 26

proposals to the Second Defendant on the basis that, the Plaintiff or 27

IICSO would be appointed as a sub-contractor to the Second 28

Defendant. 29

30

SINGA Repeat that question slowly please. 31

32

[00:30:00] 33

34

HLC Okay. During those times, when you said you have done all these 35

things, facilitating, facilitating, facilitating. Okay. During that time, the 36

Plaintiff was still submitting proposals to Second Defendant, on the 37


basis that the Plaintiff would be appointed as a sub-contractor of the 1

Second Defendant. 2

3

SINGA Yes. Because we were told to give the proposals for sub-contracting, 4

from Silverlake. Yes. 5

6

HLC So, therefore, I put it to you that, all those facilitation that you 7

mentioned, in these three bullet points, were merely part of your effort, 8

the Plaintiff’s effort, to ensure that, whatever the Second Defendant 9

could agree with Bank Rakyat, is something that the Plaintiff or IICSO 10

will be in the position to carry out. Do you agree? 11

12

SINGA Repeat that last part. It’s a very long string. So, could you break it. 13

14

HLC Yes. I say that, all these three points. You were doing all these so 15

called facilitation. Really, the objective is just to ensure that, whatever 16

that are to be agreed between the Bank Rakyat and Silverlake, the 17

Second Defendant, you want to be sure that, it is something that the 18

Plaintiff or IICSO could carry out. That’s why you are doing this 19

facilitation. Do you agree? 20

21

SINGA No, I totally disagree. It was to make sure that Silverlake will get the 22

project. If they don’t, we don’t. 23

24

HLC Would you still have do all these so called facilitation work, if 25

Silverlake, at that time told you that, you will not be awarded the 26

contract? 27

28

SINGA If they told us anytime, which they did eventually in May 2008, we 29

would walk away and figure out how to take out our money. Yes. 30

31

HLC Okay. You will decide to walk away because if Silverlake decide not to 32

award you the contract, then the Plaintiff would not be able to 33

generate revenue from this project. Is that correct? 34

35


SINGA They came to us with this proposal and we are not even thought of 1

Bank Rakyat, and if in the middle of it, they say, sorry we can’t work 2

together. 3

4

HLC Sorry. Again, when you say they, are you referring to the Second 5

Defendant or Rahim? 6

7

SINGA Both. 8

9

HLC Okay. Continue. 10

11

SINGA They came with the idea of working together. And if, if getting all these 12

things done, and then somewhere in the middle, they said sorry, it’s 13

not going to work, obviously we’re going to walk away, but we would 14

have to figure it out how to get the money back for the work we did. 15

16

HLC So, when you say, you figure out how you want to get the money 17

back, that one is the business procurement consultancy services that 18

you are claiming now. Is that correct? 19

20

SINGA It depends on when they would have said that. You said during this 21

period, between what, September of 2006 and November of 2007, 22

whenever. So, whatever we would have done till then, would have 23

gone into some recovery phase. Yes. 24

25

HLC Sorry? What, running to what, some? 26

27

SINGA Depending on whatever work we had done till then, we would have 28

tried to recover that money. 29

30

HLC So, when you say the work that you have done and want to recover 31

money, you are actually referring to the business procurement 32

consultancy services that you are claiming now. Is that correct? 33

34

SINGA Part of it, yes. 35

36


HLC Right at the beginning, did you tell the Second Defendant or the First 1

Defendant that, if you have to walk away, you will claim for this so 2

called business procurement consultancy services? 3

4

SINGA The answer is no, because there was no question of walking away or 5

being thrown out. We were asked to be partners in this. 6

7

HLC Sorry. We were what? 8

9

SINGA We were asked to be partners in this. 10

11

HLC So, therefore, I put it to you that, the entire exercise was merely an 12

opportunity for the Plaintiff to get business for themselves and not 13

really to provide any business procurement services. Do you agree? 14

15

SINGA I totally disagree. Once again, in a joint scenario, if Silverlake doesn’t 16

get the project, we don’t get the project. 17

18

HLC Do you sign any. Did the Plaintiff sign any memorandum of 19

understanding with or document of similar nature, with the Second 20

Defendant? 21

22

SINGA No. That’s what we are trying to do in terms of contract, starting from 23

end of December 2006. 24

25

HLC Okay. Can you show us that contract? That you were trying to do? 26

27

SINGA Contract versus proposal and so forth, right. 28

29

HLC Sure. Can you show us that proposal, that you were referring to? 30

31

SINGA Can. I can go to the 25th. 32

33

HLC Just show it to us. Which page? 34

35

SINGA Bundle B4. 36

37


HLC Page? 1

2

SINGA I would say,1583. 3

4

HLC Sorry. 158. 5

6

SINGA 3. 7

8

HLC 83? 9

10

SINGA Onwards. 11

12

HLC Okay. 13

14

SINGA This is the proposal as Plaintiff normally writes. 15

16

HLC Okay. So, this is what you are showing us? 17

18

SINGA Hold on. The PDF version of this was given to Razak on the 25th. 19

20

HLC 25th of? 21

22

SINGA May. 23

24

HLC May? 25

26

SINGA 2007. As soon as Silverlake was awarded the project in principle. 27

28

HLC Okay. 29

30

SINGA But there were various stages in between this, and after the meeting 31

with Andy and so forth in December, where we talked about various 32

different stages of this proposal. It amount to this. So, at this stage, 33

this. Once they had the project in principle, they said, let us start 34

working on the contract between the Plaintiff and Silverlake. So, this 35

was the one that details a lot of those and it goes on to the next 36

volume. 37


1

HLC Okay. Yang Arif, perhaps this is a good time to break for lunch. It’s 2

close to 1:00 o’clock now. 3

4

YA Anyway, we continue tomorrow. 5

6

ABR Yes, Yang Arif. 7

8

HLC Yes, Yang Arif. 9

10

ABR 9:00 o’clock, Yang Arif? 11

12

YA Yes. 13

14

ABR 9:00 o’clock tomorrow morning. 15

16

JRB Court bangun. 17

18

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21

22

23

24

25

26

AKHIR 27

28

MASA : 12:33PM 29

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