Malaysia Case Law: Decisions & Judgments

Topic

Dividends

Legal area

Court

9 Jan 2026

YISHUN CONSTRUCTION SDN BHD 1. ) TAN SHEW KONG 2. ) CHONG SEE HEONG 3. ) CHUAH CHONG NGEE

Citation

JA-22NCvC-13-02/2024 (Mahkamah Tinggi)
Court

High Court
Case number

JA-22NCvC-13-02/2024 (Mahkamah Tinggi)

The amendment was permitted because it did not change the nature of the claim or introduce a new inconsistent cause of action, the application was bona fide given that key particulars emerged from Defendants' own pleadings and at the Court of Appeal's suggestion, and any prejudice to Defendants is remediable by costs and case management directions; accordingly the court exercised its wide discretion under Order 20 r.5 to allow the amendment.
15 Oct 2025

GOH AH CHAI @ GOH TOW SIM TAN SEE SHIN

Citation

WA-22NCC-678-09/2023 (Mahkamah Tinggi)
Court

High Court
Case number

WA-22NCC-678-09/2023 (Mahkamah Tinggi)

The defendant is estopped by the SSA receipt clause and documentary evidence of payments from denying receipt; under the Evidence Act and parol evidence rule the defendant cannot contradict the written acknowledgement of payment; separately the vendor's guarantee in Clause 5.4(a) imposed a personal obligation on the defendant to pay RM75,000 per month where the company failed to declare dividends, entitling the plaintiff to RM2,158,064.52; counterclaim dismissed.
15 Jan 2025

V.S. Industry Berhad 1. ) Lim Chang Huat 2. ) Lim Chee Kon 3. ) Chow Chun Pooi @ Chow Chan Leong 4. ) NEP Holdings (Malaysia) Berhad

Citation

WA-24NCC-400-07/2023 (Mahkamah Tinggi)
Court

High Court
Case number

WA-24NCC-400-07/2023 (Mahkamah Tinggi)

The plaintiff proved a sustained course of conduct—failure to convene board meetings or AGMs, failure to furnish audited accounts post-2020, refusal to declare dividends and obstruction despite court inspection orders—that amounted to oppression/disregard under s.346 CA 2016; given NEP's status as a holding company, the absence of reliable financial information and practical difficulty in valuing shares, winding-up with appointment of private liquidators was the appropriate remedy to investigate affairs and protect minority interests.
15 Jan 2025

V.S. Industry Berhad 1. ) Lim Chang Huat 2. ) Lim Chee Kon 3. ) Chow Chun Pooi @ Chow Chan Leong 4. ) NEP Holdings (Malaysia) Berhad

Citation

WA-24NCC-400-07/2023 (Mahkamah Tinggi)
Court

High Court
Case number

WA-24NCC-400-07/2023 (Mahkamah Tinggi)

Court held plaintiff established oppression under s346 CA 2016 based on undisputed facts: prolonged failure to call Board meetings and AGMs, failure to produce audited accounts for FYE 2021–2022 despite inspection order and withholding of financial information, and failure to declare dividends despite profit; given NEP is a holding company, absence of transparency, difficulty in valuing shares and risk that a buy-out would conceal wrongdoing, the appropriate remedy was winding-up with appointment of two private liquidators and an award of costs of RM80,000 joint and several against the 1st–3r…
14 Aug 2024

KER BOON KEE 1. ) TAN SIN HWA 2. ) TIANG NIK UNG 3. ) ANG YONG SOON

Citation

JA-22NCvC-127-10/2020 (Mahkamah Tinggi)
Court

High Court
Case number

JA-22NCvC-127-10/2020 (Mahkamah Tinggi)

The court found on the balance of probabilities that the Trust Agreement and pre-signed share transfer forms, together with absence of any documentary proof of payment by defendants, established that the 250,000 shares were held on trust for the plaintiff; defendants failed to rebut the presumption of trust or produce evidence of payment; equity requires restitution of dividends, so plaintiff entitled to RM750,000 plus interest and costs; defendants' counterclaim dismissed.
31 May 2024

KEE HIN VENTURES SDN BHD 1. ) Great Partners Industries Ltd 2. ) APEX LEADER (HK) LTD 3. ) ONG WAN BING @ KIE TJHAN

Citation

W-02(NCC)(W)-646-04/2022 (Mahkamah Rayuan)
Court

NCC
Case number

W-02(NCC)(W)-646-04/2022 (Mahkamah Rayuan)

The Court allowed the appeal in part: it held the High Court erred in applying the arbitral Award to bind the appellant and in awarding pre‑judgment interest to the Respondents in a manner inconsistent with the appellant's Articles of Association (Article 100); however the Court found the 31 March 2017 letter constituted a clear and unequivocal acknowledgement of the debt under s.26(2) Limitation Act 1953, so the claim for the 2013 dividend was not time‑barred. The High Court's order awarding pre‑judgment interest was varied accordingly and other declaratory claims dismissed as set out in the…
3 Aug 2022

1. ) LIM CHEE SEONG 2. ) LIM CHEE SOON 3. ) LIM POH CHOO 4. ) LIM CHEE PEOW 5. ) INFOLITY SDN BHD 1. ) LIM YOK POO @ LIM YOK POH 2. ) LIM YOK SIN 3. ) LIM CHEE SENG 4. ) LIM YORK WAN 5. ) LIM LI WEI 6. ) GOLDEN 251 SDN BHD 7. ) LIM TEOW YON

Citation

WA-24NCC-343-08/2021 (Mahkamah Tinggi)
Court

High Court
Case number

WA-24NCC-343-08/2021 (Mahkamah Tinggi)

The court found the rights issue and capital increase were bona fide, properly motivated for business expansion, offered pro rata to all shareholders (plaintiffs declined to subscribe), and the Special Resolution to amend the Articles was validly passed in accordance with the Articles and Companies Act 2016; plaintiffs' allegations were unproven and substantially delayed (laches), therefore the originating summons alleging oppression failed and was dismissed.
28 Apr 2022

CHAN TAI PING 1. ) NING YANG PROPERTIES SDN BHD [Business Registration No.: 948710-H 2. ) Lee Zhen Ning 3. ) Lee Wah Ching

Citation

WA-22NCC-567-11/2020 (Mahkamah Tinggi)
Court

High Court
Case number

WA-22NCC-567-11/2020 (Mahkamah Tinggi)

Plaintiff failed to prove on the balance of probabilities the alleged misappropriation; the pleaded misconduct, even if true, would primarily be a wrong to the company requiring a derivative action; removal of the plaintiff as director was valid under the articles and majority rule and did not constitute oppression qua shareholder; other monetary claims were unsupported, time-barred or abandoned; claim dismissed with costs.
16 Oct 2020

DATO SHABARUDDIN BIN IBRAHIM (NRIC NO. 560106-03-5363) 1) DATO RUSLAN BIN ALI OMAR (NRIC NO. 520502-10-5013) 2) NOR FAIRUZ BIN RUSLAN (NRIC NO. 800103-14-5663) 3) FIRDAUS BIN RUSLAN (NRIC NO. 920713-14-5675) 4) FAUDZY ASRAFUDEEN BIN SAYED M

Citation

WA-24NCC-92-02/2020 (Mahkamah Tinggi)
Court

High Court
Case number

WA-24NCC-92-02/2020 (Mahkamah Tinggi)

The oppression petition was dismissed because the plaintiff's grievance complained primarily of corporate wrongs (use of company assets to settle shareholder liability) that produce reflective loss to the shareholder; no distinct personal injury was shown, the proposed settlement was not pursued, s123 was not established, and therefore the correct route is a derivative action rather than an oppression remedy.
6 Feb 2020

1. ZARIMAH BINTI ABDUL RAHIM (NO. K/P : 740611-07-5014) 2. MOHD ZAMZAIMI BIN ABDUL RAHIM (NO. K/P : 790329-07-5243) 1. ZARIFAH BINTI ABDUL RAHIM (NO. K/P : 720828-07-5244) 2. EET ENGINEERING SERVICES SDN BHD (NO.SYARIKAT : 534556-W)

Citation

BA-24NCC-100-07/2019 (Mahkamah Tinggi)
Court

High Court
Case number

BA-24NCC-100-07/2019 (Mahkamah Tinggi)

Plaintiffs' complaints primarily concerned rights and privileges arising from their status as directors/employees rather than rights as shareholders; defendants credibly denied impropriety and the evidence did not show a visible departure into oppressive conduct or disregard of minority interests under s.346; majority shareholder was entitled to exercise control within the company’s constitutional powers; therefore no relief under s.346 was warranted and the originating summons is dismissed.