Practising Certificate for Company Secretaries and the Duties of Company Secretaries

Section 241 of the Companies Act 2016 (CA 2016) has come into force today on 15 March 2019 (see P.U.(B) 138/2019). This is the last provision of the CA 2016 to be brought into force. Under this section, all qualified persons who wish to act as a company secretary must register with the Registrar of Companies.

With the coming into force of section 241, the Companies (Practising Certificate for Secretaries) Regulations 2019 and Guidelines Relating to Practising Certificate for Secretaries Under Section 241 of the Companies Act 2016 have also come into force on 15 March 2019. There is also a FAQ section on the Companies Commission of Malaysia website. Continue reading

Case Update: One Day Late, Adjudication Decision Void

The recent High Court decision Skyworld Development Sdn Bhd v Zalam Corporation Sdn Bhd (see the grounds of judgment dated 8 February 2019) stresses the critical importance of the statutory timelines under the Construction Industry Payment and Adjudication Act 2012 (CIPAA). This is more so when the adjudication papers can be served electronically.

In this case, the Adjudicator had issued his Adjudication Decision one day out of time and this rendered the decision void.

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Case Update: Creditor can Issue a Winding Up Notice based on a Mere Adjudication Decision

The Court of Appeal in Likas Bay Precinct Sdn Bhd v Bina Puri Sdn Bhd [2019] MLJU 49 has decided that a petitioner can issue a statutory demand for winding up based on a mere adjudication decision. There is no requirement to first enforce the adjudication decision as a court judgment before issuing such a winding up notice.

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Case Update: Court of Appeal on Staying the Dismissal of Judicial Management Application

The Court of Appeal in the Wellcom Communications case has decided on certain significant issues relating to a judicial management application (see the grounds of judgment dated 13 February 2019). This is Malaysia’s first appellate decision relating to judicial management.

In summary, upon the filing of a judicial management application, an automatic moratorium applies. This will stay all legal proceedings from continuing or from being commenced against the applicant company. The Court of Appeal has held that once the judicial management application is dismissed, there cannot be a grant of any stay order to stay the dismissal of the application in order to revive the moratorium effect. Continue reading

Malaysian Bar Seminar: Claims Involving Companies and Misdirected Funds or Opportunities

On Thursday 28 March, I will be speaking at the Malaysian Bar seminar titled ‘Claims Involving Companies and Misdirected Funds or Opportunities‘. This seminar is open to members of the Bar as well as members of the public. You can click on the registration form over here.

The seminar focuses on issues relating to claims involving companies and misdirected funds or opportunities. The speakers will combine their academic and practical perspectives and how to frame the appropriate causes of action in both common law and equity. Continue reading