TMF TRUSTEES MALAYSIA BERHAD 1. ) MAJU EXPRESSWAY SDN. BHD. 2. ) BRIGHT FOCUS BERHAD 3. ) MAJU HOLDINGS SDN BHD

TMF TRUSTEES MALAYSIA BERHAD 1. ) MAJU EXPRESSWAY SDN. BHD. 2. ) BRIGHT FOCUS BERHAD 3. ) MAJU HOLDINGS SDN BHD

Although the 1st Defendant breached the Letter of Undertaking by advancing RM97,770,000 to the 3rd Defendant, the Plaintiff's remedy as assignee is contractual (and includes indemnity under the Letter) and the Plaintiff lacked a proprietary interest in the funds; therefore the Plaintiff had no locus standi under s.41 to obtain the equitable declarations sought and the Originating Summons must be dismissed; consequently no restitutionary order can be made.

Citation
WA-24M-14-07/2019 (Mahkamah Tinggi)
Parties
Plaintiff: TMF Trustees Malaysia Berhad; 1st Defendant: Maju Expressway Sdn. Bhd.; 2nd Defendant: Bright Focus Berhad; 3rd Defendant: Maju Holdings Sdn. Bhd.
Court
High Court
Jurisdiction
Malaysia
Judgment Date
24 June 2020
Case Number
WA-24M-14-07/2019 (Mahkamah Tinggi)
Procedural Posture
Originating Summons (specific Relief Act S.41) / Judgment (high Court, Commercial Division)
Outcome
Originating Summons dismissed
Legal Topics
Declaratory Relief, Unconscionable Receipt, Constructive Trust, Proprietary Interest, Locus Standi, Specific Relief, Contractual Indemnity, Trusteeship
Source Language
Malay/English
Equity and Trusts Contract Securities Company Law Restitution Declaratory Relief Unconscionable Receipt Constructive Trust +5 more

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Parties

TMF Trustees Malaysia Berhad

Plaintiff

Maju Expressway Sdn. Bhd.

1st Defendant

Bright Focus Berhad

2nd Defendant

Maju Holdings Sdn. Bhd.

3rd Defendant

Procedural Posture

Originating Summons (specific Relief Act S.41) / Judgment (high Court, Commercial Division)

Legal Issues

  1. 1 Whether the 1st Defendant breached the Letter of Undertaking by advancing funds to the 3rd Defendant
  2. 2 Whether the Plaintiff as trustee/assignee has locus standi to seek equitable declarations under s.41 Specific Relief Act 1950
  3. 3 Whether the Plaintiff had a proprietary interest in the RM97,770,000 such that an equitable claim for unconscionable receipt or constructive trust lies

Ratio Decidendi

Although the 1st Defendant breached the Letter of Undertaking by advancing RM97,770,000 to the 3rd Defendant, the Plaintiff's remedy as assignee is contractual (and includes indemnity under the Letter) and the Plaintiff lacked a proprietary interest in the funds; therefore the Plaintiff had no locus standi under s.41 to obtain the equitable declarations sought and the Originating Summons must be dismissed; consequently no restitutionary order can be made.

Court Disposition

Originating Summons dismissed

Orders

  • Originating Summons dismissed in its entirety
  • Costs of RM10,000 awarded against the Plaintiff