ABDUL HALIM BIN MOHAMAD 1. ) Perbadanan Kemajuan Pertanian Negeri Pahang 2. ) XORIX SDN BHD 3. ) Azmy Bin A Hamid

ABDUL HALIM BIN MOHAMAD 1. ) Perbadanan Kemajuan Pertanian Negeri Pahang 2. ) XORIX SDN BHD 3. ) Azmy Bin A Hamid

The court found there was no concluded contract between the plaintiff and the first defendant because the 17.03.2021 letter was an invitation to treat, the plaintiff's email of interest did not amount to an absolute and unqualified acceptance, the plaintiff never made the required counter-offer or proposal by the...

Source-derived case information.

Citation
BA-22NCC-105-09/2021 (Mahkamah Tinggi)
Parties
Plaintiff: Abdul Halim bin Mohamad; First Defendant: Perbadanan Kemajuan Pertanian Negeri Pahang; Second Defendant: Xorix Sdn. Bhd.; Third Defendant: Azmy bin A. Hamid
Court
High Court
Jurisdiction
Malaysia
Judgment Date
18 March 2022
Case Number
BA-22NCC-105-09/2021 (Mahkamah Tinggi)
Procedural Posture
Civil Interlocutory Application for Prohibitory and Mandatory Injunctions (share Sale Dispute) / Judgment on Interlocutory Application at High Court (shah Alam)
Outcome
Plaintiff's interlocutory application dismissed
Legal Topics
Interlocutory Injunction, Right of First Refusal, Offer and Acceptance, Invitation to Treat, Due Diligence, Inducement to Breach
Contract Law Equity/specific Relief Company Law Civil Procedure Interlocutory Injunction Right of First Refusal Offer and Acceptance Invitation to Treat +2 more

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Parties

Abdul Halim bin Mohamad

Plaintiff

Perbadanan Kemajuan Pertanian Negeri Pahang

First Defendant

Xorix Sdn. Bhd.

Second Defendant

Azmy bin A. Hamid

Third Defendant

Procedural Posture

Civil Interlocutory Application for Prohibitory and Mandatory Injunctions (share Sale Dispute) / Judgment on Interlocutory Application at High Court (shah Alam)

Legal Issues

  1. 1 Whether a concluded contract existed between the plaintiff and the first defendant
  2. 2 Whether the plaintiff had an enforceable right of first refusal under the SSA
  3. 3 Whether the plaintiff established the American Cyanamid factors for injunctive relief (serious question to be tried, balance of convenience, inadequacy of damages)

Ratio Decidendi

The court found there was no concluded contract between the plaintiff and the first defendant because the 17.03.2021 letter was an invitation to treat, the plaintiff's email of interest did not amount to an absolute and unqualified acceptance, the plaintiff never made the required counter-offer or proposal by the deadline, and the SSA did not confer on the plaintiff an enforceable right of first refusal; consequently there was no serious issue to be tried, the balance of convenience favoured the defendants and damages were an adequate remedy; the interlocutory application for injunction was dismissed.

Court Disposition

Plaintiff's interlocutory application dismissed

Orders

  • The plaintiff's application in Enclosure 4 is dismissed with costs of RM7000.00.