1. ) LEONG KOK CHENG CORPORATION SDN BHD 2. ) TEOH TEIK WAI 3. ) LIM SIAK YU SDN BHD 4. ) TEOH PENG HEONG & SONS SDN BHD 5. ) LIM SONG HOOI 6. ) LIM SONG BENG 7. ) LIM HUN TONG @ LIM YANG TO 8. ) TEOH REN JIE 9. ) TEOH BEE NEE 10. ) TEOH YEW NEE 11. ) TEOH TEIK KEE 12. ) TEOH HOOI NEE 13. ) TEOH TEIK LIN 14. ) TEOH TEIK TOE v SUNGEI BONGKOH ESTATE SDN BHD
Catchwords
Corporate governance lies at the heart of modern company law. One of the statutory safeguards designed to ensure accountability in the management of corporate assets is section 223 of the Companies Act 2016, which regulates the circumstances in which directors may acquire or dispose of a company’s undertaking or property of substantial value. The provision ensures that transactions of significant corporate consequence are not undertaken unilaterally by directors without the approval of the company’s shareholders. The present dispute concerns the application of section 223 of the Companies Act 2016 to a transaction entered into by the Defendant, Sungei Bongkoh Estate Sdn Bhd (“SBESB”). However, events that unfolded both before and after the filing of the Originating Summons have altered the landscape of the dispute. The deposit paid under the SMSPA has since been returned by the Defendant to LDLSB, and the SMSPA itself has subsequently been terminated by LDLSB. These developments give rise to the question of whether the declaratory relief sought by the Plaintiffs remains justiciable, or whether the present proceedings have been rendered academic. Issues for Determination At the outset, it should be noted that the second relief sought by the Plaintiffs, namely an order that the Defendant return any deposit paid under the SMSPA to LDLSB, is no longer in issue. By the time the matter came before this Court, the Defendant had already returned the deposit. The parties are ad idem on this point, and the said prayer has therefore been rendered academic. What remains for determination are prayer 1 and prayer 3 of the Originating Summons.
Judges (1)
Parties (15)
LEONG KOK CHENG CORPORATION Sdn Bhd Applicant LIM SIAK YU Sdn Bhd Applicant SUNGEI BONGKOH ESTATE Sdn Bhd Respondent TEOH PENG HEONG & SONS Sdn Bhd Applicant Lim Hun Tong @ Lim Yang To Applicant Lim Song Beng Applicant Lim Song Hooi Applicant Teoh Bee Nee Applicant Teoh Hooi Nee Applicant Teoh Ren Jie Applicant Teoh Teik Kee Applicant Teoh Teik Lin Applicant Teoh Teik Toe Applicant Teoh Teik Wai Applicant Teoh Yew Nee Applicant
Judgment
Read the full judgment on the official Malaysia Courts portal.
Read on eJudgmentSource: eJudgment (pa-24ncc-33-08-2025)