ASM DEVELOPMENT SDN BHD PENCELAH DICADANGKAN BADAN PENGURUSAN BERSAMA LINGKARAN MAJU

ASM DEVELOPMENT SDN BHD PENCELAH DICADANGKAN BADAN PENGURUSAN BERSAMA LINGKARAN MAJU

The convening and ancillary restraining orders were refused because ASM failed to provide adequate, up-to-date financial disclosure (no recent audited or management accounts), no credible liquidation/comparator analysis demonstrating that the Scheme yields better returns than liquidation, no business plan or post‑scheme projections, and insufficient evidence that the two proposed cash streams (asset sales and related debt recoveries) were realistically achievable; further, priority creditors were not addressed making the Scheme not respectably arguable and thus unsuitable to be put to creditors.

Citation
WA-24NCC-316-07/2024 (Mahkamah Tinggi)
Parties
Applicant: ASM Development Sdn Bhd; Proposed Intervener: Badan Pengurusan Bersama Lingkaran Maju
Court
High Court
Jurisdiction
Malaysia
Judgment Date
9 December 2024
Case Number
WA-24NCC-316-07/2024 (Mahkamah Tinggi)
Procedural Posture
Originating Summons Under Companies Act 2016 (scheme of Arrangement) / Convening Stage (leave to Convene Scheme Meetings)
Outcome
Application to convene scheme meetings and ancillary orders dismissed; restraining order refused; no order as to costs; intervening application previously granted
Legal Topics
Scheme of Arrangement, Convening Order, Automatic Moratorium, Liquidation Scenario Analysis, Disclosure Duty, Feasibility of Restructure, Priority Creditors, Winding Up Petitions
Source Language
Malay/English
Company Law Insolvency Law Commercial Litigation Civil Procedure Scheme of Arrangement Convening Order Automatic Moratorium Liquidation Scenario Analysis +4 more

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Parties

ASM Development Sdn Bhd

Applicant

Badan Pengurusan Bersama Lingkaran Maju

Proposed Intervener

Procedural Posture

Originating Summons Under Companies Act 2016 (scheme of Arrangement) / Convening Stage (leave to Convene Scheme Meetings)

Legal Issues

  1. 1 Whether the court should grant leave to convene scheme meetings under s366 CA 2016
  2. 2 Whether disclosure to the court and creditors is adequate at convening stage
  3. 3 Whether a liquidation/comparator analysis (liquidation scenario analysis) has been provided

Ratio Decidendi

The convening and ancillary restraining orders were refused because ASM failed to provide adequate, up-to-date financial disclosure (no recent audited or management accounts), no credible liquidation/comparator analysis demonstrating that the Scheme yields better returns than liquidation, no business plan or post‑scheme projections, and insufficient evidence that the two proposed cash streams (asset sales and related debt recoveries) were realistically achievable; further, priority creditors were not addressed making the Scheme not respectably arguable and thus unsuitable to be put to creditors.

Court Disposition

Application to convene scheme meetings and ancillary orders dismissed; restraining order refused; no order as to costs; intervening application previously granted

Orders

  • Application prayers 1,2,3,4,5,6 for convening Scheme Meetings dismissed
  • Prayer 7 for a restraining order dismissed