1. ) Jagdesh Singh for the Applicant in Motion 30 [Messrs Mohana Krishnan] 2. ) Wilson Lim for the Applicant in Motion 133 [Messrs Wilson Lim] LAIN-LAIN En Nizam for the Official Receiver (Jabatan Insovensi Malaysia)

1. ) Jagdesh Singh for the Applicant in Motion 30 [Messrs Mohana Krishnan] 2. ) Wilson Lim for the Applicant in Motion 133 [Messrs Wilson Lim] LAIN-LAIN En Nizam for the Official Receiver (Jabatan Insovensi Malaysia)

The court appointed Chan Siew Mei because (1) Chan and her team had undertaken a preliminary investigation and produced a concrete proposed course of action likely to speed up rehabilitation and liquidation of the project; (2) the majority of creditors by number voted in favour of Chan at the creditors' meeting; and (3) SDBB proposed transparent remuneration governed by Table C of the Second Schedule of the Companies (Winding Up) Rules 1972 whereas Spanland was silent on remuneration. These factors, weighed against the court's supervisory role and requirement for impartiality, made Chan's appointment in the best interests of creditors and contributories.

Citation
POST WINDING-UP NO. WA-28PW-30-01/2020 heard together with POST WINDING-UP NO. 28PW-133-03/2020 (Mahkamah Tinggi)
Parties
Applicant (motion 30): Spanland Sdn Bhd; Applicant (motion 133): Sabah Development Bank Berhad; Respondent / Company (in Liquidation): Rentak Arena Development Sdn Bhd (In Liquidation); Proposed Liquidator (proposed by Spanland): Sundarasan a/l Arumugam; Proposed Liquidator (proposed by Sdbb): Chan Siew Mei; Official Receiver / Former Liquidator: Official Receiver (Jabatan Insolvensi Malaysia)
Court
High Court
Jurisdiction
Malaysia
Judgment Date
18 November 2020
Case Number
POST WINDING-UP NO. WA-28PW-30-01/2020 heard together with POST WINDING-UP NO. 28PW-133-03/2020 (Mahkamah Tinggi)
Procedural Posture
Post Winding Up Application for Appointment of Liquidator / Hearing of Notice of Motions
Outcome
Motion 30 dismissed. Motion 133 allowed. Chan Siew Mei of KPMG Deal Advisory Sdn Bhd appointed as Liquidator in place of the Official Receiver.
Legal Topics
Appointment of Liquidator, Remuneration of Liquidator, Proof of Debt, Creditors' Meeting and Voting, Court Supervision of Liquidator
Source Language
Malay/English
Company Law Insolvency Commercial Law Appointment of Liquidator Remuneration of Liquidator Proof of Debt Creditors' Meeting and Voting Court Supervision of Liquidator

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Parties

Spanland Sdn Bhd

Applicant (motion 30)

Sabah Development Bank Berhad

Applicant (motion 133)

Rentak Arena Development Sdn Bhd (In Liquidation)

Respondent / Company (in Liquidation)

Sundarasan a/l Arumugam

Proposed Liquidator (proposed by Spanland)

Chan Siew Mei

Proposed Liquidator (proposed by Sdbb)

Official Receiver (Jabatan Insolvensi Malaysia)

Official Receiver / Former Liquidator

Procedural Posture

Post Winding Up Application for Appointment of Liquidator / Hearing of Notice of Motions

Legal Issues

  1. 1 Which candidate should be appointed as liquidator in place of the Official Receiver
  2. 2 Weight to be given to creditors' votes and creditor majority by number versus value
  3. 3 Relevance of disputed proofs of debt and allegations of unclean hands to appointment

Ratio Decidendi

The court appointed Chan Siew Mei because (1) Chan and her team had undertaken a preliminary investigation and produced a concrete proposed course of action likely to speed up rehabilitation and liquidation of the project; (2) the majority of creditors by number voted in favour of Chan at the creditors' meeting; and (3) SDBB proposed transparent remuneration governed by Table C of the Second Schedule of the Companies (Winding Up) Rules 1972 whereas Spanland was silent on remuneration. These factors, weighed against the court's supervisory role and requirement for impartiality, made Chan's appointment in the best interests of creditors and contributories.

Court Disposition

Motion 30 dismissed. Motion 133 allowed. Chan Siew Mei of KPMG Deal Advisory Sdn Bhd appointed as Liquidator in place of the Official Receiver.

Orders

  • Motion 30 dismissed
  • Motion 133 allowed