1. ) LAI FEE 2. ) LAI YING HAUR 1. ) WONG YU VEE 2. ) LIEW FOO KIAT 3. ) MICHAEL ADRIAN REYES

1. ) LAI FEE 2. ) LAI YING HAUR 1. ) WONG YU VEE 2. ) LIEW FOO KIAT 3. ) MICHAEL ADRIAN REYES

The Court of Appeal upheld the High Court's factual findings that the Appellants failed to prove, on the balance of probabilities, that the Respondents carried on Centennial’s business with intent to defraud creditors; the part-payment by Westhill constituted valid third-party consideration and did not prove...

Source-derived case information.

Citation
B-02(NCvC)(W)-930-08/2020 (Mahkamah Rayuan)
Parties
Appellant: Lai Fee; Appellant: Lai Ying Haur; Respondent: Wong Yu Vee; Respondent: Liew Foo Kiat; Respondent: Micheal Adrian Reyes
Court
NCvC
Jurisdiction
Malaysia
Judgment Date
19 August 2021
Case Number
B-02(NCvC)(W)-930-08/2020 (Mahkamah Rayuan)
Procedural Posture
Civil Appeal (companies Act 2016 S540 Claim) / Court of Appeal Judgment (appeal Dismissed)
Outcome
Appeal dismissed
Legal Topics
Fraudulent Trading, Section 540 Companies Act 2016, Misrepresentation, Res Judicata, Third Party Consideration (contracts Act S2(d)), Standard of Proof, Separate Legal Personality
Company Law Contract Law Civil Procedure Evidence Law Property/forestry Law Fraudulent Trading Section 540 Companies Act 2016 Misrepresentation +4 more

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Parties

Lai Fee

Appellant

Lai Ying Haur

Appellant

Wong Yu Vee

Respondent

Liew Foo Kiat

Respondent

Micheal Adrian Reyes

Respondent

Procedural Posture

Civil Appeal (companies Act 2016 S540 Claim) / Court of Appeal Judgment (appeal Dismissed)

Legal Issues

  1. 1 Whether the Respondents carried on Centennial's business with intent to defraud creditors under s540 CA 2016
  2. 2 Whether the Appellants made misrepresentations about unrestricted timber extraction and projected profits which vitiated consent or justified non-payment
  3. 3 Whether part-payment by a third party (Westhill) indicated fraudulent intent or constituted valid consideration

Ratio Decidendi

The Court of Appeal upheld the High Court's factual findings that the Appellants failed to prove, on the balance of probabilities, that the Respondents carried on Centennial’s business with intent to defraud creditors; the part-payment by Westhill constituted valid third-party consideration and did not prove fraudulent design; alleged misrepresentations did not establish fraudulent intent to refuse payment but supported a commercial decision; therefore the s540 claim failed and the appeal was dismissed.

Court Disposition

Appeal dismissed

Orders

  • Appeal dismissed with costs of RM 10,000.00 subject to allocator