Malaysia Case Law: Decisions & Judgments

Topic

Leave to sue

Legal area

Court

22 May 2025

AURELIA JOIE THAI MAXTER GLOVE MANUFACTURING SDN. BHD.

Citation

WA-24NCC-315-06/2023 (Mahkamah Tinggi)
Court

High Court
Case number

WA-24NCC-315-06/2023 (Mahkamah Tinggi)

The plaintiff failed to discharge the burden under s348(4) CA 2016: she did not establish good faith nor that granting leave is prima facie in the best interest of the company; the acquisition was approved by the sole shareholder (SCB), was commercially justified, no demonstrable loss or improper accounting was shown, and the application appeared motivated by personal disputes; therefore leave is refused and the application is dismissed.
17 May 2023

N. CHANTHIRAN A/L NAGAPPAN XXXX

Citation

02(i)-54-09/2021(Q) (Mahkamah Persekutuan)
Court

i
Case number

02(i)-54-09/2021(Q) (Mahkamah Persekutuan)

Prior leave of the winding up court is required before commencing proceedings against a court-appointed liquidator; s.486(2)'s phrase 'subject to the control of the Court' implies the need for leave and must be read in the context and purpose of the Companies Act and Winding-Up Rules; accordingly the appeal is allowed.
14 Feb 2023

MOHAMAD FAIZ BIN BAHKRI & 24 OTHERS AGA DEVELOPMENT SDN BHD PIHAK KETIGA KETUA PENGARAH JABATAN INSOLVENSI MALAYSIA

Citation

JB-28PW-6-08/2022 (Mahkamah Tinggi)
Court

High Court
Case number

JB-28PW-6-08/2022 (Mahkamah Tinggi)

The court refused leave because the Applicants’ pleaded claim was essentially for LAD which lies against the company in liquidation and not the liquidator personally; following Federal Court authority (Machang Indah), the liquidators acted within statutory duties as agents in selling the units and Applicants failed to show a prima facie case of misfeasance or personal liability against the liquidator.
16 Nov 2022

LIM BOON HAI MLF INGREDIENTS SDN BHD

Citation

JA-24NCC-3-03/2022 (Mahkamah Tinggi)
Court

High Court
Case number

JA-24NCC-3-03/2022 (Mahkamah Tinggi)

Court found plaintiff had locus under s.345, validly served 30‑day notice, delay after the notice was not fatal as s.348 contains no fixed time limit and Covid‑19 explained delay, and plaintiff produced prima facie credible evidence (police reports, alleged forgeries and falsified VHC) that the director breached fiduciary duties; applying Celcom and related authorities the plaintiff acted in good faith and showed the action was prima facie in the company’s interest, therefore leave under s.347 was granted.
1 Nov 2021

DATO' CHAN KON TAK MALAYA HARVEST SDN BHD

Citation

WA-24NCC-206-05/2021 (Mahkamah Tinggi)
Court

High Court
Case number

WA-24NCC-206-05/2021 (Mahkamah Tinggi)

The originating summons for leave to commence a derivative action is dismissed because the plaintiff failed to prove on the balance of probabilities that he acted in good faith (allegations were speculative, lacked supporting evidence and the applicant had a conflict of interest through his role in Shanghai Youxiang) and because the proposed action was not prima facie in the best interest of the company (company had ceased business, little practical commercial gain and the plaintiff sought indemnity for costs which would financially burden the company).
13 Sept 2021

WONG SEE CHING (No. K/P: 650217-08-5215) 1. ) KHOR MEOW SIANG (No. K/P: 751224-07-5771) 2. ) OOI TING NANG (No. K/P: 510821-07-5270) 3. ) H & P PLASTIC SDN BHD (No. Syarikat: 316686-D)

Citation

PA-24NCC-22-10/2020 (Mahkamah Tinggi)
Court

High Court
Case number

PA-24NCC-22-10/2020 (Mahkamah Tinggi)

Leave was granted because the applicant demonstrated he is acting in good faith, the cause of action in this derivative application is legally and factually distinct from the earlier suit, the allegations raise prima facie concerns affecting the company and are not seriously disputed by respondents (confession and avoidance), and any delay was not inordinate.
17 Aug 2021

DEMETER O&G SUPPLIES SDN BHD DATUK STEPHEN DUAR TUAN KIAT (AS JUDICIAL MANAGER OF SCOMI OILTOOLS SDN BHD AND SCOMI KMC SDN BHD)

Citation

22NCC-276-06/2021 (Mahkamah Tinggi)
Court

High Court
Case number

22NCC-276-06/2021 (Mahkamah Tinggi)

The court held the judicial manager is an officer of the court and leave was required but not obtained; the defendant had validly disclaimed personal liability under s416(2) CA 2016; the pleaded contract did not establish the necessary certainties for a constructive trust and the plaintiff itself treated its claim as an unsecured debt (proof of debt filed); the plaintiff failed to plead with necessary particularity any duty of care owed by the judicial manager; consequently the claim against the defendant was plainly unsustainable and an abuse of process and was struck out with costs.
14 Apr 2021

TOH HONG HOOI 1. OTOFIN POWER (JOHOR) SDN BHD (Company No: 200001005459) 2. GOH TAT CHUAN

Citation

JA-24NCC-23-09/2020 (Mahkamah Tinggi)
Court

High Court
Case number

JA-24NCC-23-09/2020 (Mahkamah Tinggi)

Application dismissed because plaintiff failed to prove he was acting in good faith—evidence showed malice, spite and conduct inimical to the company (including compromising company assets and interests)—and consequently did not satisfy the conjunctive requirement under section 348(4) that leave be both in good faith and prima facie in the company’s best interest.