AW GEOK LIP 1. ) SEA PAPER INDUSTRIES SDN. BHD. 2. ) Shai Meng Choon

AW GEOK LIP 1. ) SEA PAPER INDUSTRIES SDN. BHD. 2. ) Shai Meng Choon

The appeal is dismissed because the Plaintiff failed to prove an enforceable agreement with the Defendant; only the shareholder (Yee Lee) had authority to sell the company’s shares and to agree commission, there was no evidence Yee Lee approved any commission, the Third Party lacked authority to bind the company, WhatsApp messages and unsigned documents did not establish a binding contract, and the trial judge’s findings were reasonable and not plainly wrong.

Citation
BA-12BNCvC-39-09/2023 (Mahkamah Tinggi)
Parties
Appellant/plaintiff: AW GEOK LIP; 1st Respondent/defendant: SEA PAPER INDUSTRIES SDN. BHD.; 2nd Respondent/third Party: SHAI MENG CHOON (Remus)
Court
High Court
Jurisdiction
Malaysia
Judgment Date
14 March 2024
Case Number
BA-12BNCvC-39-09/2023 (Mahkamah Tinggi)
Procedural Posture
Civil Appeal (appeal From Sessions Court) / Judgment on Appeal at High Court
Outcome
Appeal dismissed
Legal Topics
Oral Agreement, Agency and Authority, Privity of Contract, Appellate Intervention, Contemporaneous Documentary Evidence, Commission Disputes
Source Language
Malay/English
Contract Law Company Law Civil Procedure Evidence Costs Oral Agreement Agency and Authority Privity of Contract +3 more

Case Brief

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Parties

AW GEOK LIP

Appellant/plaintiff

SEA PAPER INDUSTRIES SDN. BHD.

1st Respondent/defendant

SHAI MENG CHOON (Remus)

2nd Respondent/third Party

Procedural Posture

Civil Appeal (appeal From Sessions Court) / Judgment on Appeal at High Court

Legal Issues

  1. 1 Whether an enforceable oral agreement existed between the Plaintiff and the Defendant for a commission
  2. 2 Whether the Defendant or its employee had authority to bind the company or its shareholder to pay commission for sale of shares
  3. 3 Whether there was privity of contract between Plaintiff and Defendant

Ratio Decidendi

The appeal is dismissed because the Plaintiff failed to prove an enforceable agreement with the Defendant; only the shareholder (Yee Lee) had authority to sell the company’s shares and to agree commission, there was no evidence Yee Lee approved any commission, the Third Party lacked authority to bind the company, WhatsApp messages and unsigned documents did not establish a binding contract, and the trial judge’s findings were reasonable and not plainly wrong.

Court Disposition

Appeal dismissed

Orders

  • Appeal dismissed
  • Plaintiff to pay costs of MYR 10,000.00 to the Defendant