The High Court issued its grounds of judgment in Safari Alliance Sdn Bhd v Tiger Synergy Berhad (Grounds of Judgment dated 1 March 2020).
The case dealt with the statutory right of a shareholder under section 310(b) of the Companies Act 2016 (CA 2016) to hold a general meeting of the company. This right is especially significant here since the general meeting was to replace the directors of the public-listed company, Tiger Synergy Berhad.
The Companies Commission of Malaysia (SSM) has issued the Guideline for the Reporting Framework for Beneficial Ownership of Legal Persons. This guideline has already come into force. Companies, limited liability partnerships and businesses have up to 31 December 2020 to obtain and update their beneficial ownership information.
I had earlier written about the global trends on disclosure of beneficial ownership and also the existing Malaysian position in the Companies Act 2016 (CA 2016). I had also made some comments on the consultation document on the proposed beneficial ownership guidelines.
I now write on 10 things on the beneficial ownership framework to Malaysian companies and the responsibilities that follow.
[This is a guest post by Kwan Will Sen. He is a litigation partner focusing on commercial litigation and arbitration, and fraud and asset recovery.]
Idrus Harun was a Judge of the apex Court of Malaysia, the Federal Court. He has been appointed as the Attorney General (AG) effective 6 March 2020, replacing Tommy Thomas.
I discuss three significant decisions by Idrus Harun FCJ (as he then was). He wrote the Federal Court’s grounds of judgment for the first two cases (Ireka/ Jack-In Pile and Nautical Supreme), and was part of the minority for the third case (JRI Resources). Continue reading
The High Court decision in Gue See Sew & 2 others v Heng Tang Hai & 2 others (see the Grounds of Judgment dated 2 January 2020 and at Gue See Sew & Ors v Heng Tang Hai & Ors [2020] MLJU 46) deals with important legal issues on whether a beneficial owner of shares can initiate an oppression action and whether breaches of a shareholders’ agreement can be grounds for oppression.
I set out a case update on the Federal Court decision of Tee Siew Kai v Machang Indah Development Sdn Bhd (see the Grounds of Judgment dated 17 February 2020). The decision is on the law applicable to the grant of leave to sue a liquidator in his personal capacity. This decision reverses the Court of Appeal decision in Tee Siew Kai (as liquidator for Merger Acceptance Sdn Bhd) (in liquidation) v Machang Indah Development Sdn Bhd (in liquidation) (previously known as Rakyat Corp Sdn Bhd [2019] 2 MLJ 514.
This decision reiterates the importance of leave of the Court in order to avoid wasteful litigation against liquidators and to preclude unwarranted interference with the winding up process. There must be a prima facie case made out, the Court must evaluate the evidence to see if this has been met, and pecuniary loss suffered by the company must be shown. Continue reading
We will be seeing the use of artificial intelligence (AI) in the Malaysia courts for the first time this week. AI will be used to give guidance to a Magistrate Court Judge on the sentencing of certain criminal offences. The public prosecutor and the defence counsel will still get a chance to submit and comment on the sentencing guideline generated by the AI system. The Magistrate Judge will have the final discretion on the sentence to impose.
This article will set out how this AI system will be implemented. This is based on the various news reports (see here, here and here) and the presentation made by the Chief Judge of Sabah and Sarawak Tan Sri Datuk Seri Panglima David Wong Dak Wah at the Selangor Bar Civil Law Conference on 14 February 2020. I anticipate that there will be more clarity once the system is up and running. Continue reading
