ZAKARIA BIN SAAD 1. ) AIMAN BIN AZLI 2. ) ALIAH BINTI AZLI 3. ) DEMI IDAMAN SDN BHD

ZAKARIA BIN SAAD 1. ) AIMAN BIN AZLI 2. ) ALIAH BINTI AZLI 3. ) DEMI IDAMAN SDN BHD

The court found the plaintiff had standing, complied with the 30‑day notice requirement, acted in good faith and demonstrated that a derivative action was prima facie in the best interest of the company to recover USD4,082,275.00; accordingly leave under Section 348 was granted to initiate derivative proceedings on...

Source-derived case information.

Citation
WA-24NCC-853-08/2022 (Mahkamah Tinggi)
Parties
Plaintiff: Zakaria bin Saad; 1st Defendant: Aiman bin Azli; 2nd Defendant: Aliah binti Azli; 3rd Defendant (company): Demi Idaman Sdn Bhd
Court
High Court
Jurisdiction
Malaysia
Judgment Date
26 June 2023
Case Number
WA-24NCC-853-08/2022 (Mahkamah Tinggi)
Procedural Posture
Civil – Derivative Action Under Companies Act 2016 / Application for Leave Under Section 348 (leave Granted)
Outcome
Application for leave under Section 348 CA 2016 allowed
Legal Topics
Derivative Proceedings, Fiduciary Duties, Leave to Commence Proceedings, Directors' Duties, Misappropriation/conspiracy Allegation
Company Law Commercial Law Civil Procedure Derivative Proceedings Fiduciary Duties Leave to Commence Proceedings Directors' Duties Misappropriation/conspiracy Allegation

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Parties

Zakaria bin Saad

Plaintiff

Aiman bin Azli

1st Defendant

Aliah binti Azli

2nd Defendant

Demi Idaman Sdn Bhd

3rd Defendant (company)

Procedural Posture

Civil – Derivative Action Under Companies Act 2016 / Application for Leave Under Section 348 (leave Granted)

Legal Issues

  1. 1 Locus standi of shareholder to apply for derivative action
  2. 2 Compliance with Section 348(2) notice requirement
  3. 3 Whether complainant is acting in good faith under Section 348(4)(a)

Ratio Decidendi

The court found the plaintiff had standing, complied with the 30‑day notice requirement, acted in good faith and demonstrated that a derivative action was prima facie in the best interest of the company to recover USD4,082,275.00; accordingly leave under Section 348 was granted to initiate derivative proceedings on behalf of the company against the 1st and 2nd defendants.

Court Disposition

Application for leave under Section 348 CA 2016 allowed

Orders

  • Leave granted to the Plaintiff to initiate derivative proceedings on behalf of Demi Idaman Sdn Bhd against Aiman bin Azli and Aliah binti Azli
  • Costs in the cause