DS Secret Sdn Bhd v Luah Qian Yu
Suit No. WA-22NCvC-54-01/2025Under appeal
- Court
- High Court of Malaya at Kuala Lumpur (Civil Division)
- Judge
- Nixon Anak Kennedy Kumbong JC
- Decided
- 1 September 2026, after a full trial
- Practice area
- Dispute Resolution
- Our role
- Counsel for the Plaintiff, DS Secret Sdn Bhd
- Result
- The Plaintiff’s claim against the Defendant was allowed, with judgment as prayed in the statement of claim and costs of RM20,000 to the Plaintiff
- Status
- Under appeal to the Court of Appeal
Background
DS Secret sells jewellery, including through social media livestreams. Under a First Service Agreement dated 30.3.2022, it appointed the Defendant to two roles: Service Provider, covering operational and sales work for 24 months, and Brand Ambassador, giving DS Secret the right to use her image for promotion for 48 months at RM688 a month. Clause 2.3 said the two roles were to be construed independently of each other.
The Defendant resigned as Service Provider on 1.1.2023. She was reappointed to that role under a Second Service Agreement dated 1.2.2023, which the parties mutually terminated on 31.3.2023. DS Secret kept paying the RM688 ambassador fee through May 2023, and she kept accepting it. On 10.4.2023 she started Nuvu Jewel Trading, selling jewellery through livestreams in packaging identical to DS Secret’s except for the trade name. DS Secret sued for breach of the First Service Agreement and misuse of its confidential information.
The question for the court
Did the Defendant’s Brand Ambassador appointment, and the restraint on competing that came with it, survive the end of her Service Provider role? If so, did she breach it and misuse DS Secret’s confidential information?
What the court decided
The court allowed the Plaintiff’s (DS Secret’s) claim against the Defendant (the former brand ambassador) in full.
- Two independent roles. The First Service Agreement gave each role its own duties, pay and termination provisions, and expressly said that ending one did not end the other. The Defendant resigned only as Service Provider, and admitted she never resigned as Brand Ambassador.
- No substitution under section 63 of the Contracts Act 1950. The Second Service Agreement dealt only with the Service Provider role, and its recital said only those terms ceased to have effect. A single use of the word “ambassador” in Clause 4(G) could not revoke the separate appointment, because a contract must be read as a whole (Lucy Wong Nyuk King v Hwang Mee Hiong [2016] 3 MLJ 689).
- Conduct confirmed it. She accepted the RM688 ambassador fee after both terminations, acknowledging the April payment with a thumbs-up on WhatsApp. Her claim that the payments were made by mistake was an afterthought, and she was estopped from denying the appointment (Nagasari Unggul Sdn Bhd v Tee Chee Hong [2020] 8 MLJ 361).
- Breach. Running Nuvu Jewel Trading while still Brand Ambassador breached the restraint on activities in Clause 8 and Clause 5(A)(v) and (vi). Her identical packaging, her dealings with customers she knew only through DS Secret, and her use of its pricing breached the confidentiality obligation in Clause 9.
“the 2nd SA neither superseded nor effected an outright revocation of the Defendant’s appointment as Brand Ambassador under the 1st SA.”Nixon Anak Kennedy Kumbong JC, at para 99
Why it matters
For businesses engaging ambassadors, influencers or service providers: if each role has its own term, pay and termination clause, and the agreement says ending one does not end the other, restraints stay in force for as long as the surviving role lasts. Continuing to pay and record the fee for that role helped prove it was still running.
For people signing these agreements: resigning from one role, or signing a new agreement, may not release you from another. Check exactly which roles a termination letter ends before starting a competing business.
This note is a summary for general information and does not form part of the judgment. It is not legal advice. The decision is under appeal, and this page will be updated when the appeal is decided.
Judgment · 47 pages