IMPACT ELITE GOLF ACADEMY SDN. BHD. (Company No: 746461-D) MINES EXCELLENCE GOLF RESORT BERHAD (Company No: 465903-W)

IMPACT ELITE GOLF ACADEMY SDN. BHD. (Company No: 746461-D) MINES EXCELLENCE GOLF RESORT BERHAD (Company No: 465903-W)

Termination notice dated 25.8.2015 was invalid because Defendant failed to give the required 14‑day remedial notice and could not rely on the earlier letter of 4.9.2014 after Plaintiff's specific reply; audited accounts timing must be construed with Companies Act timelines and Plaintiff did not commit the cumulative fundamental breach found by the High Court; High Court order of 27.02.2019 set aside except for two awarded cost items which remain allowed.

Citation
W-02(NCVC)(W)-579-03/2019 (Mahkamah Rayuan)
Parties
Appellant / Plaintiff: Impact Elite Golf Academy Sdn. Bhd.; Respondent / Defendant: Mines Excellence Golf Resort Berhad
Court
NCVC
Jurisdiction
Malaysia
Judgment Date
2 August 2021
Case Number
W-02(NCVC)(W)-579-03/2019 (Mahkamah Rayuan)
Procedural Posture
Civil Appeal / Court of Appeal Judgment Allowing Appeal in Part
Outcome
Appeal allowed in part; High Court judgment of 27.02.2019 set aside except for two specific cost awards which remain allowed; termination declared invalid; certain damages awarded and others remitted for assessment or disallowed.
Legal Topics
Termination of Contract, Breach of Contract, Implied Terms, Estoppel, Audited Accounts, Specific and General Damages, Notice to Remedy, Assessment of Damages
Source Language
Malay/English
Contract Law Commercial Law Company Law Civil Procedure Termination of Contract Breach of Contract Implied Terms Estoppel +4 more

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Parties

Impact Elite Golf Academy Sdn. Bhd.

Appellant / Plaintiff

Mines Excellence Golf Resort Berhad

Respondent / Defendant

Procedural Posture

Civil Appeal / Court of Appeal Judgment Allowing Appeal in Part

Legal Issues

  1. 1 Whether termination notice dated 25.8.2015 was valid
  2. 2 Whether audited accounts were submitted within contractually required time
  3. 3 Whether an implied monthly projected income term existed in the Collaboration Agreement

Ratio Decidendi

Termination notice dated 25.8.2015 was invalid because Defendant failed to give the required 14‑day remedial notice and could not rely on the earlier letter of 4.9.2014 after Plaintiff's specific reply; audited accounts timing must be construed with Companies Act timelines and Plaintiff did not commit the cumulative fundamental breach found by the High Court; High Court order of 27.02.2019 set aside except for two awarded cost items which remain allowed.

Court Disposition

Appeal allowed in part; High Court judgment of 27.02.2019 set aside except for two specific cost awards which remain allowed; termination declared invalid; certain damages awarded and others remitted for assessment or disallowed.

Orders

  • Declaration that the termination notice dated 25.8.2015 is invalid
  • Special damages of 151745.00 MYR awarded (comprising 76400.00 MYR for repair and fitting centre, 17295.00 MYR for rental of golf balls, 40000.00 MYR for loss of income during CIMB Golf Classic, and 18050.00 MYR for car park upgrading works)