LIM KOK SEONG 1. ) LIU YING SANG 2. ) NG SEE MOY 3. ) GAN CHOON HUAT

LIM KOK SEONG 1. ) LIU YING SANG 2. ) NG SEE MOY 3. ) GAN CHOON HUAT

Plaintiff proved on the balance of probabilities that he had paid his purchase price in full and did not breach the Share Sale Agreement; D1 and D2 wrongfully and collectively issued the Notice of Termination when the default was by D3; accordingly the Share Sale Agreement was rescinded and D1 and D2 were ordered to refund the payments and to pay damages and costs.

Citation
CA-22NCvC-66-12/2018 (Mahkamah Tinggi)
Parties
Plaintiff: Lim Kok Seong; 1st Defendant: Liu Ying Sang; 2nd Defendant: Ng See Moy; 3rd Defendant: Gan Choon Huat
Court
High Court
Jurisdiction
Malaysia
Judgment Date
20 December 2022
Case Number
CA-22NCvC-66-12/2018 (Mahkamah Tinggi)
Procedural Posture
Civil Suit (share Sale Dispute) / Judgment (final)
Outcome
Judgment for the Plaintiff; Notice of Termination dated 23.5.2017 declared unlawful; Share Sale Agreement dated 19.3.2011 rescinded.
Legal Topics
Rescission, Repudiation, Termination of Contract, Refund of Payment, Damages
Source Language
Malay/English
Contract Law Company Law Civil Procedure Rescission Repudiation Termination of Contract Refund of Payment Damages

Case Brief

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Parties

Lim Kok Seong

Plaintiff

Liu Ying Sang

1st Defendant

Ng See Moy

2nd Defendant

Gan Choon Huat

3rd Defendant

Procedural Posture

Civil Suit (share Sale Dispute) / Judgment (final)

Legal Issues

  1. 1 Whether the plaintiff breached the Share Sale Agreement
  2. 2 Whether the letter of demand and notice of termination dated 23.5.2017 were lawful
  3. 3 Whether the plaintiff is entitled to rescission and refund of RM1,170,000

Ratio Decidendi

Plaintiff proved on the balance of probabilities that he had paid his purchase price in full and did not breach the Share Sale Agreement; D1 and D2 wrongfully and collectively issued the Notice of Termination when the default was by D3; accordingly the Share Sale Agreement was rescinded and D1 and D2 were ordered to refund the payments and to pay damages and costs.

Court Disposition

Judgment for the Plaintiff; Notice of Termination dated 23.5.2017 declared unlawful; Share Sale Agreement dated 19.3.2011 rescinded.

Orders

  • Declaration that the Notice of Termination dated 23.5.2017 is unlawful
  • Declaration that the Share Sale Agreement dated 19.3.2011 is rescinded