Segaran A/L S. Mathavan and Mohd Aiziezuddin Bin Suib for the Liquidator / Applicant in suit PW217 & PW218 and Respondent in suit PW352 [Messrs S. Mathavan & Nur Hafizah] 1. ) Gow Jia Jian and Poh Yee Li for the Applicant in suit PW352 and

Segaran A/L S. Mathavan and Mohd Aiziezuddin Bin Suib for the Liquidator / Applicant in suit PW217 & PW218 and Respondent in suit PW352 [Messrs S. Mathavan & Nur Hafizah] 1. ) Gow Jia Jian and Poh Yee Li for the Applicant in suit PW352 and

On the facts the court found the disputed post‑petition dispositions were bona fide, made in the ordinary course to discharge genuine creditor claims and some recipients (including solicitors W&T and various payees) and director Liew lacked knowledge of the winding up petition; solicitors acting as agents were not 'officers' under s541 and so not liable under that provision; accordingly the Liquidator's motions in PW217 and PW218 were dismissed, but the court directed W&T to claim and assist recovery of RM125,000 from the Registrar of Unclaimed Monies for repayment to the Liquidator and granted validation orders in PW352 (prayers 1,2 and 4) because validation was just and beneficial to...

Citation
KES PASCA PENGGULUNGAN NO. WA-28PW-218-08/2021 (Mahkamah Tinggi)
Parties
Petitioner: LIM WEE NGEH PAINTING SDN BHD; 1st Respondent; Applicant in PW352: LIEW CHONG MIN; 2nd Respondent: NG TUCK WENG; 3rd Respondent (solicitors): MESSRS WONG & TING; 3rd Respondent (former Solicitor): TAN KINV TAT / THE LAW CHAMBERS OF TAN KINV TAT; Liquidator; Applicant in PW217 & PW218: AUGUSTINE JAMES A/L TK JAMES; Company / Respondent (in Liquidation): BEGAN CONSTRUCTION SDN BHD
Court
High Court
Jurisdiction
Malaysia
Judgment Date
13 June 2022
Case Number
KES PASCA PENGGULUNGAN NO. WA-28PW-218-08/2021 (Mahkamah Tinggi)
Procedural Posture
Winding Up / Post‑winding Up Validation and Recovery Applications / Post‑winding Up Applications for Declarations, Validation and Recovery of Dispositions
Outcome
Liquidator's motions in WA-28PW-217-08/2021 and WA-28PW-218-08/2021 dismissed; validation orders granted in WA-28PW-352-12/2021 in terms of prayers 1,2 and 4; ancillary order for W&T to claim RM125,000 from Registrar of Unclaimed Monies and repay to Liquidator.
Legal Topics
Void Dispositions After Presentation of Winding Up Petition (s472), Misfeasance and Breach of Trust (s541), Validation of Post‑petition Transactions, Undue Preference, Liquidator's Remedies, Definition and Liability of Officers
Source Language
Malay/English
Company Law Insolvency Law Civil Procedure Professional Negligence/solicitor Duties Void Dispositions After Presentation of Winding Up Petition (s472) Misfeasance and Breach of Trust (s541) Validation of Post‑petition Transactions Undue Preference +2 more

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Parties

LIM WEE NGEH PAINTING SDN BHD

Petitioner

LIEW CHONG MIN

1st Respondent; Applicant in PW352

NG TUCK WENG

2nd Respondent

MESSRS WONG & TING

3rd Respondent (solicitors)

TAN KINV TAT / THE LAW CHAMBERS OF TAN KINV TAT

3rd Respondent (former Solicitor)

AUGUSTINE JAMES A/L TK JAMES

Liquidator; Applicant in PW217 & PW218

BEGAN CONSTRUCTION SDN BHD

Company / Respondent (in Liquidation)

Procedural Posture

Winding Up / Post‑winding Up Validation and Recovery Applications / Post‑winding Up Applications for Declarations, Validation and Recovery of Dispositions

Legal Issues

  1. 1 Whether dispositions of company property after presentation of the winding up petition are void under s472 Companies Act 2016
  2. 2 Whether payments made after presentation amounted to misapplication, undue preference or misfeasance under s541 Companies Act 2016
  3. 3 Whether solicitors who received and disbursed monies are 'officers' under s541 and liable to account

Ratio Decidendi

On the facts the court found the disputed post‑petition dispositions were bona fide, made in the ordinary course to discharge genuine creditor claims and some recipients (including solicitors W&T and various payees) and director Liew lacked knowledge of the winding up petition; solicitors acting as agents were not 'officers' under s541 and so not liable under that provision; accordingly the Liquidator's motions in PW217 and PW218 were dismissed, but the court directed W&T to claim and assist recovery of RM125,000 from the Registrar of Unclaimed Monies for repayment to the Liquidator and granted validation orders in PW352 (prayers 1,2 and 4) because validation was just and beneficial to...

Court Disposition

Liquidator's motions in WA-28PW-217-08/2021 and WA-28PW-218-08/2021 dismissed; validation orders granted in WA-28PW-352-12/2021 in terms of prayers 1,2 and 4; ancillary order for W&T to claim RM125,000 from Registrar of Unclaimed Monies and repay to Liquidator.

Orders

  • Dismissed Notice of Motion in enclosure 1 of WA-28PW-217-08/2021 and WA-28PW-218-08/2021 with no order as to costs
  • Messrs Wong & Ting to make a claim for and assist the Liquidator in claiming RM125,000 currently with the Registrar of Unclaimed Monies and upon receipt repay the sum to the Liquidator