In view of the above definitions and caution, this court has to determine the intent of the parties
as expressed in the Deeds of Assignment. I must observe at this point that apart from the names
of the assignor, the content of all the Deeds of Assignment are the same.
Clause 2 of the Deeds of Assignment provides that:“The assignor hereby assigns to the society ALL the under-mentioned rights in
musical works which now belong to or shall hereafter be acquired by or be or
become vested in the assignor during the continuance of the Assignor’s
membership of the Society, and all such parts or shares (whether limited as to
time, place, mode of enjoyment or otherwise) of, and all such interest in, any
such rights as so belong to or shall so be required by or be or become vested in
the Assignor (all which rights hereby assigned or expressed or intended to be
assigned are herein after collectively referred to as “the rights assigned), TO
HOLD the same unto the Society for its exclusive benefit during such time as
the rights assigned continue to subsist and (in accordance with the provisions
of the Articles of association of the Society for the time being in force) remain
vested in or controlled by the Society.
The rights assigned to the Society by this Deed are:(i) all their performing rights, and
(ii) all film synchronization rights (subject to the undertaking by the Society to
assign or license this right in accordance with the terms of the proviso to article
7 (b) of the Society’s Articles of Association),
for all parts of the world” (emphasis added).
From the above provisions of the Deeds of Assignment it is indeed true that those members
assigned all their performing rights, and all film synchronization rights for all parts of the world
to PRS (UK). In the premises, PRS (UK) became the owner of those assigned rights with power
to enforce them. Contrary to what was argued for the defendant, there was no residual right left
for the assignor to exercise except where upon request by any of them PRS (UK) specifically
assigned the right as provided for under article 7 of the Article of Association of PRS (UK)
admitted in evidence as Exhibit P10.
The next question would then be whether PRS (UK) could confer the power to enforce those
rights to another collecting society. The evidence of PW 2 already summarised above is quite
helpful in answering this question. I wish to observe that it is indeed an internationally
recognized practice for collecting societies to enter into contracts for reciprocal representation so
as to mutually protect the interest of their members in their respective territories. It is part of the
7