MYCREATIVE VENTURES SDN. BHD. 1. ) TSYAHMI GROUP SDN BHD 2. ) Tengku Mohamed Syahmi bin Tengku Mahmood 3. ) Natalie Najua Binti Zainal Abidin

MYCREATIVE VENTURES SDN. BHD. 1. ) TSYAHMI GROUP SDN BHD 2. ) Tengku Mohamed Syahmi bin Tengku Mahmood 3. ) Natalie Najua Binti Zainal Abidin

Defendants have raised bona fide triable issues—both factual and legal—including statutory limitations on lawful redemption under the Companies Act, disputes over the nature and enforceability of the letters of undertaking as personal guarantees, and factual disputes requiring viva voce evidence—therefore summary judgment was inappropriate and the plaintiff's application must be dismissed.

Citation
BA-22NCC-76-07/2021 (Mahkamah Tinggi)
Parties
Plaintiff: MYCREATIVE VENTURES SDN BHD; First Defendant: TSYAHMI GROUP SDN BHD; Second Defendant: TENGKU MOHAMED SYAHMI BIN TENGKU MAHMOOD; Third Defendant: NATALIE NAJUA BINTI ZAINAL ABIDIN
Court
High Court
Jurisdiction
Malaysia
Judgment Date
17 January 2022
Case Number
BA-22NCC-76-07/2021 (Mahkamah Tinggi)
Procedural Posture
Civil Summary Judgment Application / Judgment Summary Judgment Dismissed
Outcome
Summary judgment dismissed
Legal Topics
Redeemable Preference Shares, Redemption Obligations, Summary Judgment, Letters of Undertaking, Personal Guarantee, Companies Act Compliance
Source Language
Malay/English
Corporate Law Contract Law Civil Procedure Redeemable Preference Shares Redemption Obligations Summary Judgment Letters of Undertaking Personal Guarantee +1 more

Case Brief

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Parties

MYCREATIVE VENTURES SDN BHD

Plaintiff

TSYAHMI GROUP SDN BHD

First Defendant

TENGKU MOHAMED SYAHMI BIN TENGKU MAHMOOD

Second Defendant

NATALIE NAJUA BINTI ZAINAL ABIDIN

Third Defendant

Procedural Posture

Civil Summary Judgment Application / Judgment Summary Judgment Dismissed

Legal Issues

  1. 1 Whether plaintiff entitled to summary judgment on claim for redemption sum
  2. 2 Whether the Share Subscription Agreement created a debt obligation or an equity investment
  3. 3 Whether redemption was permitted having regard to Companies Act restrictions on funds for redemption

Ratio Decidendi

Defendants have raised bona fide triable issues—both factual and legal—including statutory limitations on lawful redemption under the Companies Act, disputes over the nature and enforceability of the letters of undertaking as personal guarantees, and factual disputes requiring viva voce evidence—therefore summary judgment was inappropriate and the plaintiff's application must be dismissed.

Court Disposition

Summary judgment dismissed

Orders

  • Plaintiff's application for summary judgment is dismissed with costs.