GRC Limited Faces Court Application Over Discharged S\$30 Million Loan: What Investors Need to Know

Key Points from the Company Update

• GRC Limited previously borrowed an aggregate principal amount of S\$30 million from Jadewin Smooth Limited for working capital purposes.
• Repayment and Discharge: In 2018, Haiyi Holdings Pte. Ltd. assumed the Jadewin Indebtedness, and GRC Limited fully repaid the loan and accrued interest to Haiyi by June 2022. Jadewin executed deeds releasing and discharging GRC from all related liabilities.
• Legal Action Initiated: On 24 October 2025, GRC Limited and its subsidiary OKH Holdings Pte Ltd were served with a Court application by Jadewin’s liquidators in Singapore’s High Court. The liquidators are seeking document disclosure and examination of officers regarding the discharged loan.
• Company’s Position: GRC asserts it has fully discharged all obligations regarding the Jadewin loan and highlights an indemnity from Haiyi covering any related claims, actions, or losses.

Details Investors Need to Know

GRC Limited’s recent announcement provides significant information that could be of interest to shareholders and may be price sensitive.

1. Background of the Jadewin Loan

GRC Limited entered into loan agreements with Jadewin Smooth Limited in 2016 and 2017, borrowing a total of S\$30 million for working capital. In June 2018, the loan was transferred to Haiyi Holdings Pte. Ltd. through a separate term loan agreement. Jadewin executed deeds of release and discharge, legally freeing GRC from all loan-related obligations.

2. Full Repayment and Indemnity

GRC Limited successfully repaid the entire principal and accrued interest under the Haiyi loan agreement by June 2022. Importantly, Haiyi provided a Deed of Indemnity, undertaking to unconditionally and irrevocably indemnify GRC and its subsidiaries against any claims, actions, or losses arising from the Jadewin Indebtedness, the Haiyi Loan Agreement, and the related securities.

3. New Legal Developments: Court Application by Jadewin’s Liquidators

Despite the previous discharge, the liquidators of Jadewin have recently initiated proceedings in the Singapore High Court. The application seeks:

• Recognition of Jadewin’s liquidation in Hong Kong.
• Ancillary relief, including orders for GRC Limited and OKH Holdings Pte Ltd to disclose documents and communications related to the Jadewin Indebtedness and its discharge.
• Examination on oath of officers with knowledge of the transactions.

This development introduces legal uncertainty and could impact the company if the liquidators’ claims gain traction or result in material liabilities, despite the company’s stated position and its indemnity protection.

4. Shareholder Implications & Price Sensitivity

This situation is potentially price sensitive for several reasons:

• The legal proceedings could result in further investigation, disclosure, or unforeseen liabilities, even though the company believes it has fully discharged its obligations.
• The indemnity from Haiyi provides a significant risk mitigation, but the outcome of the court application and any ancillary proceedings remain uncertain.
• If the liquidators’ claims lead to adverse legal or financial consequences, this could affect the company’s reputation, financial position, and share price.
• The company has committed to updating shareholders as the case develops, highlighting ongoing uncertainty.

Investors should closely monitor updates for any changes in the company’s legal or financial exposure, as resolution of this issue—positive or negative—may impact GRC Limited’s valuation.

Conclusion

GRC Limited is currently facing a significant legal challenge regarding a previously discharged S\$30 million loan. While the company maintains it has no outstanding liabilities and is indemnified by Haiyi Holdings, the ongoing court proceedings and demands for document disclosure and officer examination could introduce uncertainty and potential risks for shareholders. This matter is noteworthy and may influence the company’s share price depending on the outcome and any further disclosures.

Disclaimer

The above article is for informational purposes only and does not constitute investment advice. Investors are advised to conduct their own due diligence and consult with professional advisors before making any investment decisions. The situation described may evolve and impact GRC Limited’s financial position and share price.

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