Case Update: Director’s Breach of Fiduciary Duty Through Inaction

The Privy Council’s decision in Byers v Chen Ningning [2021] UKPC 4 reiterates certain key points of law on the director’s fiduciary duty to the company. A director who knows that a fellow director is acting in breach of duty or that an employee is misapplying the assets of the company must take reasonable steps to prevent that from happening.

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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

Delivering a Talk on Resolving Boardroom and Shareholders Disputes

I will be delivering a webinar on Wednesday 10 February 2021 for the Companies Commission of Malaysia. It will be on Resolving Boardroom and Shareholders Disputes. I will also be incorporating the latest company law decisions.

The webinar will include the following topics: Continue reading

Malaysian Communications and Multimedia Commission Issues Complaint against TML

This morning, I received the following email from the Malaysian Communications and Multimedia Commission (MCMC). It carried the ominous subject title of ‘Misuse of Personal Details Without Consent‘. In essence, MCMC carried a complaint where I had referred to the grounds of judgment where the Court listed out the parties’ names. I also update below the reply I have received from MCMC.
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Case Update: High Court Distinguishes Between Personal Wrong and Corporate Wrong in Shareholder Oppression

Joyce Lim writes a case update on this High Court decision on the importance between a personal wrong and a corporate wrong in a shareholder oppression action.

The High Court in the recent case of Dato’ Shabaruddin Bin Ibrahim v Dato’ Ruslan Bin Ali Omar & Ors [2020] MLJU 1744 (with grounds of judgment dated 26 October 2020) (Shabaruddin) dealt with the distinction between a personal wrong committed against shareholders of a company and a corporate wrong committed against the company. 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