Malaysia Case Law: Decisions & Judgments

Topic

Implied terms

Legal area

Court

18 Nov 2025

CHAN CHEAN GAIK ELEGANCE CLUB SDN. BHD.

Citation

WA-12BNCC-14-06/2025 (Mahkamah Tinggi)
Court

High Court
Case number

WA-12BNCC-14-06/2025 (Mahkamah Tinggi)

Appellate court affirmed the trial judge's credibility-based factual findings: plaintiff met its burden, consignment notes and conduct established a consignment relationship (including implied consignment), defendant's expert evidence on signatures and gemology was unreliable, there was no persuasive evidence of gifts or fraud, and monetary damages in lieu of return were appropriate; accordingly the appeal was dismissed and costs ordered.
10 Sept 2025

KIRANA EMAS SDN BHD TUNG KOK SING

Citation

WA-22NCC-692-09/2023 (Mahkamah Tinggi)
Court

High Court
Case number

WA-22NCC-692-09/2023 (Mahkamah Tinggi)

Defendant failed to fulfil the SSA's specified Conditions Precedent and admitted non-fulfilment; termination under Clauses 2.2 and 2.6 was valid; defendant must refund the RM250,000 deposit and pay interest at 5% p.a. from 19-02-2020 until full payment; the counterclaim is dismissed and costs of RM50,000 awarded to the plaintiff subject to allocatur.
15 Jul 2025

MODULAR QUEST SDN BHD 1. ) HARIKRISHNAN A/L KANAPATHY / K.HARIKRISHNAN 2. ) MAJU CONSTRUCTION & DEVELOPMENT SDN BHD

Citation

BA-12B-112-10/2024 (Mahkamah Tinggi)
Court

High Court
Case number

BA-12B-112-10/2024 (Mahkamah Tinggi)

The court held the written Stakeholders Agreement governed the RM150,000; the appellants failed to prove any valid oral variation (no consideration and insufficient evidence), the stakeholder improperly released funds in breach of the written agreement, and Maju is liable to indemnify the stakeholder; accordingly the Sessions Court judgments were set aside and the appeals allowed in the terms ordered.
7 Apr 2025

LAW SONG TING 1. ) TENAGA NASIONAL BERHAD 2. ) HLK (CHAIN-STORE) ELECTRICAL APPLIANCES SDN BHD 3. ) AFFINITY DESIGNS SDN BHD

Citation

BA-12BNCvC-65-10/2024 (Mahkamah Tinggi)
Court

High Court
Case number

BA-12BNCvC-65-10/2024 (Mahkamah Tinggi)

Clause 15.3 of the SPA imposed on the purchaser the primary obligation to change the utility account name; it was necessary and obvious to imply that the purchaser would bear the consequences of failing to effect the change, therefore the 3rd Respondent is liable to indemnify the Appellant for TNB's claims from completion of the SPA; the Tenancy Agreement indemnity did not extend to meter tampering absent proof the tenant tampered.
30 Oct 2024

TEOH TEIK LIN ROCKWILLS TRUSTEE BERHAD

Citation

WA-A52-26-03/2023 (Mahkamah Sesyen)
Court

Sessions Court
Case number

WA-A52-26-03/2023 (Mahkamah Sesyen)

The Executor Appointment Form signed and agreed by the testator and defendant constituted the binding agreement governing executor fees; its clause expressly entitled defendant to 1% of the gross estate (subject to the form's minimum) and was silent on any maximum, so clause 15 of the Will (the prior agreement with HSBC limiting fees to RM80,000 per year) did not bind the defendant; an express term in the form excluded any implied maximum; accordingly defendant lawfully charged RM437,765.88 and plaintiff's claim for RM277,765.88 failed.
13 Sept 2024

MAHKOTA TECHNOLOGIES SDN BHD AFRIMA CONSULTING ENGINEER SDN BHD

Citation

BA-22C-53-12/2020 (Mahkamah Tinggi)
Court

High Court
Case number

BA-22C-53-12/2020 (Mahkamah Tinggi)

The Plaintiff failed to prove on the balance of probabilities that the Defendant breached the LOA in respect of PMC or erection works and failed to establish the specific works and costs for backcharges; evidence established that delay was attributable to defective materials supplied by the Plaintiff (via Zelleco) and not Defendant; non‑pleaded reliance on the RFP could not be admitted; no evidence of unresolved defects at termination; therefore Plaintiff’s claims dismissed and Defendant’s counterclaims for proved items allowed, with net award.
13 Jun 2024

Majlis Amanah Rakyat (MARA) NAGUIB BIN MOHD NOR

Citation

WA-22NCC-171-04/2021 (Mahkamah Tinggi)
Court

High Court
Case number

WA-22NCC-171-04/2021 (Mahkamah Tinggi)

Clauses 6.1(b) and 6.2(b) unambiguously limit the Defendant's liability for profit shortfalls to assignment of his entitlement to dividends; there is no express or implied term making the Defendant personally liable in cash where dividends are not declared or are insufficient. The defendant did not breach those clauses. The Defendant failed to satisfy formal notice and valuation requirements to trigger specific performance of the option to purchase shares; therefore specific performance is refused. Plaintiff's claim and Defendant's counterclaim are dismissed and each party bears its own costs.
13 Jun 2024

Majlis Amanah Rakyat (MARA) NAGUIB BIN MOHD NOR

Citation

WA-22NCC-171-04/2021 (Mahkamah Tinggi)
Court

High Court
Case number

WA-22NCC-171-04/2021 (Mahkamah Tinggi)

Clauses 6.1(b) and 6.2(b) unambiguously limit the vendor's liability to satisfaction of shortfalls by assignment of his entitlement to dividends; the agreement contains no obligation for Defendant to pay cash if dividends are not declared or insufficient, Schedule 3 limitations do not apply to these specific warranty clauses, and therefore Plaintiff’s claim for RM6.6 million in cash fails; Defendant’s counterclaim for specific performance is refused because he failed to comply with clause 11.1/17.4 notice and valuation requirements and did not undertake substantial acts under s.21(3) of the S…
19 Apr 2024

Hong Cin Yee 1. ) Oristana Sdn. Bhd. 2. ) Ho Ka Yi

Citation

BA-12BNCvC-50-11/2023 (Mahkamah Tinggi)
Court

High Court
Case number

BA-12BNCvC-50-11/2023 (Mahkamah Tinggi)

The trial judge was plainly wrong in failing to consider pleaded admissions and contemporaneous evidence that the premises lacked a valid CCC and were subject to agricultural-use restrictions; a term requiring a valid CCC was properly implied given the commercial purpose and admissions, and because the intended industrial use would breach land-use conditions the agreement was tainted by illegality under s24 Contracts Act 1950 and National Land Code; therefore the deposit must be returned and the agent is not entitled to commission; prejudgment interest was not awarded as the claim for refund…
22 Mar 2024

LING BOON HUAT DING TOH BIEW

Citation

A-02(NCvC)(A)-312-03/2023 (Mahkamah Rayuan)
Court

NCvC
Case number

A-02(NCvC)(A)-312-03/2023 (Mahkamah Rayuan)

The Court of Appeal held the High Court erred in implying a term into the consent orders because the Plaintiff failed to satisfy the strict tests for implication (necessity/business efficacy or obviousness); implying the term would amount to a fundamental re‑writing of the consent orders which contained no express price‑adjustment mechanism; therefore the OS reliefs were wrongly granted and the High Court order was set aside.