Shareholders’ Say on Directors’ Pay: First Prosecution Due to Failure to Obtain Shareholders’ Approval

I read the news on the Companies Commission of Malaysia charging NWP Holdings Bhd for its failure to obtain shareholders’ approval for directors’ fees. This failure was for two financial years of 2017 and 2018. This charge relates to section 230 of the Companies Act 2016 (CA 2016), being a new provision requiring shareholders in a general meeting to approve the fees of the directors. Essentially, the shareholders having a say on the directors’ pay. This is the first reported prosecution involving this section. Continue reading

Case Update: Federal Court Decides on Threshold for Winding Up Based on Illegality

In Tan Keen Keong @ Tan Kean Keong v Tan Eng Hong Paper & Stationery Sdn Bhd & Ors and other appeals [2020] MLJU 2204 (grounds of judgment dated 17 December 2020), the Federal Court dealt with an important question of law for a just and equitable winding up.

What is the threshold for winding up a company based on allegations of illegality or breach of statute? Continue reading

Top 5 Articles on The Malaysian Lawyer in 2020

We end the year by looking back at the most-read articles on The Malaysian Lawyer in the year 2020. Thank you to the readers for all the support and for dropping by this site of ours.

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Featured below are our five most-read articles in 2020. Perhaps consistent with the challenging times of 2020, four out of the five articles deal with some form of closing down or retrenchment   Continue reading

Top 5 Restructuring & Insolvency Cases in Malaysia for 2020

We continue the Top 5 cases series with the top five restructuring & insolvency cases in Malaysia for the year 2020. You can also read the 2019 edition. This year’s cases range from restraining orders, judicial management and voluntary arrangement in bankruptcy. Continue reading

Case Update: Federal Court Decides that Restraining Order Can be Applied Without Notice

The Federal Court in the Mansion Properties decision (see the grounds of judgment dated 24 November 2020) held that the application for a restraining order in a scheme of arrangement can be made ex parte (without notice).

This makes it advantageous for a distressed company to seek urgent moratorium protection through a restraining order. The distressed company can then pursue the debt restructuring in a scheme of arrangement and to have stability.

The Federal Court reversed the Court of Appeal decision. I had covered the Court of Appeal decision in an earlier post. Continue reading

Case Update: Simultaneous Resignation and Appointment of Director

The High Court case of Afandi bin Hussain v Global Advanced Broadband Solutions (M) Sdn Bhd & 3 others (grounds of judgment dated 23 September 2020) dealt with the company law issue concerning resignation and appointment of directors. While the decision dealt with other facts, I only focus on the issue concerning the simultaneous resignation and appointment of a director. Continue reading