Lum Mun Chan and Alycia Chuah for the Respondent [Messrs Halim Hong & Quek] LAIN-LAIN Eugene Louis and Azraii Azahari for the Petitioner [Messrs E.D Louis & Associates]

Lum Mun Chan and Alycia Chuah for the Respondent [Messrs Halim Hong & Quek] LAIN-LAIN Eugene Louis and Azraii Azahari for the Petitioner [Messrs E.D Louis & Associates]

Petition dismissed because the petitioner failed to establish just and equitable grounds for winding up: statutory non‑compliance with s230 and s259 alone do not justify winding up; there was no evidence of dishonesty, lack of probity or management deadlock; petitioner was aware of directors' salaries; business continued despite financial strain and alternative remedies exist; accordingly no winding up order was made and costs were awarded to the respondent.

Citation
COMPANIES (WINDING UP) PETITION NO. WA-28NCC-2-01/2021 (Mahkamah Tinggi)
Parties
Petitioner: Cheng Teik Shyang; Respondent: LCM Retail Sdn Bhd
Court
WINDING UP
Jurisdiction
Malaysia
Judgment Date
25 May 2021
Case Number
COMPANIES (WINDING UP) PETITION NO. WA-28NCC-2-01/2021 (Mahkamah Tinggi)
Procedural Posture
Winding Up Petition Under Section 465(1)(h) Companies Act 2016 / Judgment — Petition Dismissed
Outcome
Petition dismissed
Legal Topics
Just and Equitable Winding Up, Directors' Remuneration (s230), Failure to Lodge Financial Statements (s259), Minority Shareholder Dispute, Dishonoured Cheques, Alteration of Resignation, Lack of Profit / Commercial Viability
Source Language
Malay/English
Company Law Insolvency Law Commercial Law Just and Equitable Winding Up Directors' Remuneration (s230) Failure to Lodge Financial Statements (s259) Minority Shareholder Dispute Dishonoured Cheques +2 more

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Parties

Cheng Teik Shyang

Petitioner

LCM Retail Sdn Bhd

Respondent

Procedural Posture

Winding Up Petition Under Section 465(1)(h) Companies Act 2016 / Judgment — Petition Dismissed

Legal Issues

  1. 1 Whether the petition discloses just and equitable grounds to wind up the company
  2. 2 Whether non‑compliance with Companies Act s230 (directors' remuneration) and s259 (financial statements) justify winding up
  3. 3 Whether there is evidence of dishonesty, lack of probity or management deadlock

Ratio Decidendi

Petition dismissed because the petitioner failed to establish just and equitable grounds for winding up: statutory non‑compliance with s230 and s259 alone do not justify winding up; there was no evidence of dishonesty, lack of probity or management deadlock; petitioner was aware of directors' salaries; business continued despite financial strain and alternative remedies exist; accordingly no winding up order was made and costs were awarded to the respondent.

Court Disposition

Petition dismissed

Orders

  • Petition dismissed
  • Costs of RM12,000 payable by the Petitioner to the Respondent