I have been invited to speak at this year’s International Malaysia Law Conference 2018. I will be speaking on Day 2, Breakout Session 4, from 12pm to 1.15pm along with other panellist speakers. The session is titled Corporate Responsibilities: The Place of Fiduciary Obligations.
The Honourable Justice Margaret Beazly AO, President of the New South Wales Court of Appeal, will be the main speaker. Dato’ Anantham Kasinather, retired Court of Appeal Judge, and Dato’ Mohammed Faiz, Executive Chairman of PwC Malaysia, will also be sharing their insights.
Company directors have a fiduciary obligation to always act in the best interest of their company – in accordance with the business judgment rule – and to discharge their directors’ duties in compliance with the law. How should conflicts of duty and interests be dealt with? How does the Malaysian position compare with the position in New South Wales?
I will be presenting my paper titled ‘Navigating the Directors’ Duty to Act in the Best Interest of the Company: The Petra Perdana Decision and the Companies Act 2016′.
The introduction section of my paper is set out below:
This paper analyses the Federal Court’s decision in Tengku Dato’ Ibrahim Petra bin Tengku Indra Petra v Petra Perdana Bhd  2 MLJ 177 (“Federal Court Decision”) in setting out, among others, the test for directors to act in the best interest of the company. The Federal Court Decision was decided under the Companies Act 1965 (“CA 1965”). Presently, the Federal Court Decision will also have to be seen in light of the new section 195 of the Companies Act 2016 (“CA 2016”). This section provides for the members’ right of management review on decisions made by the board of directors.