Malayan Produce Company Sendirian Berhad 1. ) Landbanq Sdn Bhd (Dalam Likuidasi) 2. ) YUSHIN KOGYO (M) SDN BHD

Malayan Produce Company Sendirian Berhad 1. ) Landbanq Sdn Bhd (Dalam Likuidasi) 2. ) YUSHIN KOGYO (M) SDN BHD

On the balance of probabilities the appellant proved the existence of the 1976 SPA and full payment such that Landbanq became a bare trustee; consequently Landbanq (and ORL acting for it) lacked capacity to sell the properties and the sale and transfer to D2 was void ab initio; D2 as immediate purchaser is not protected by indefeasibility under s340 NLC and the High Court decision was set aside.

Citation
W-02(NCvC)(W)-798-07/2020 (Mahkamah Rayuan)
Parties
Appellant / Plaintiff: Malayan Produce Company Sendirian Berhad; 1st Respondent / 1st Defendant: Landbanq Sdn Bhd (Dalam Likuidasi); 2nd Respondent / 2nd Defendant: Yushin Kogyo (M) Sdn Bhd
Court
NCvC
Jurisdiction
Malaysia
Judgment Date
7 March 2022
Case Number
W-02(NCvC)(W)-798-07/2020 (Mahkamah Rayuan)
Procedural Posture
Civil Appeal / Court of Appeal Judgment
Outcome
Appeal allowed; High Court judgment dated 3.7.2020 set aside.
Legal Topics
Beneficial Ownership, Bare Trustee Doctrine, Nemo Dat Quod Non Habet, Indefeasibility of Title, Official Receiver Duties, Priority of Equities, Land Registration S340 NLC
Source Language
Malay/English
Property Law Land Law Insolvency Law Companies Law Equity and Trusts Beneficial Ownership Bare Trustee Doctrine Nemo Dat Quod Non Habet +4 more

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Parties

Malayan Produce Company Sendirian Berhad

Appellant / Plaintiff

Landbanq Sdn Bhd (Dalam Likuidasi)

1st Respondent / 1st Defendant

Yushin Kogyo (M) Sdn Bhd

2nd Respondent / 2nd Defendant

Procedural Posture

Civil Appeal / Court of Appeal Judgment

Legal Issues

  1. 1 Whether the appellant was legal and/or beneficial owner of the properties at the time of sale and transfer to D2
  2. 2 Whether Landbanq/ORL had the authority to sell the properties when Landbanq was a bare trustee
  3. 3 Whether D2 as immediate purchaser acquired an indefeasible title under s340 NLC

Ratio Decidendi

On the balance of probabilities the appellant proved the existence of the 1976 SPA and full payment such that Landbanq became a bare trustee; consequently Landbanq (and ORL acting for it) lacked capacity to sell the properties and the sale and transfer to D2 was void ab initio; D2 as immediate purchaser is not protected by indefeasibility under s340 NLC and the High Court decision was set aside.

Court Disposition

Appeal allowed; High Court judgment dated 3.7.2020 set aside.

Orders

  • Allow prayer 34 of the plaintiff's Amended Statement of Claim except paragraph (e) which is amended by substituting Tetuan Tiong & Woon with Tetuan Idris & Associate
  • Order excluding paragraph (j) of prayer 34