Malaysia Case Law: Decisions & Judgments

Topic

Profit guarantee

Legal area

Court

15 May 2025

M9 COMPLETE TECHNOLOGY SDN BHD (Dahulunya dikenali sebagai M7 Complete Technology Sdn Bhd) 1. ) KUM MENG WEI 2. ) SOLUMIE BINTI ODIAH 3. ) ARSHAD BIN ASRI 4. ) MILLIE JUSTINES BAHARUM

Citation

WA-22NCC-60-02/2021 (Mahkamah Tinggi)
Court

High Court
Case number

WA-22NCC-60-02/2021 (Mahkamah Tinggi)

On the balance of evidence the Plaintiff paid the agreed consideration for both 20% blocks as evidenced by contemporaneous documentation and admissions; the profit guarantee in the SHA is binding on the Defendants and the shortfalls for 2018–2020 as apportioned to Plaintiff's 40% shareholding total RM4,457,934.40, for which the Defendants are jointly and severally liable.
19 Feb 2024

JR Engineering and Medical Technologies (M) Sdn Bhd Ganesan a/l Subramaniam

Citation

BA-24NCC-152-12/2023 (Mahkamah Tinggi)
Court

High Court
Case number

BA-24NCC-152-12/2023 (Mahkamah Tinggi)

The court dismissed the Plaintiff’s Originating Summons because the Defendant produced contemporaneous documentary evidence (audited financial statements, ledgers, bank statements, internal audit material and account statements) that substantiated the loans and outstanding sums; the court was not satisfied the debt was bona fide disputed on substantial grounds nor that the notice was issued solely for a collateral purpose, and therefore interlocutory relief to restrain presentation of a winding-up petition was not justified.
18 Oct 2021

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 in the SSA require actual payment to discharge the Defendant's liability; preparing a dividend instruction is ineffective where no dividends were declared and cannot discharge the obligation; Defendant's asserted defences (estoppel, limitation, MTDC rejection, option exercise) are unarguable or irrelevant; no triable issues exist and summary judgment is appropriate.
5 Aug 2020

GLOBAL CAPITAL LIMITED DATO’ SRI CHONG KET PEN

Citation

WA-22NCC-465-10/2018 (Mahkamah Tinggi)
Court

High Court
Case number

WA-22NCC-465-10/2018 (Mahkamah Tinggi)

The Agreement was a legally binding contract, but clause 3.1(h) did not itself constitute a profit guarantee in favour of the Plaintiff; it was an obligation on the Defendant to provide a profit guarantee to the ultimate purchaser of the shares. No separate guarantee was given to the purchaser (Kingdom Seekers) as contemplated and the Plaintiff did not plead or prove nexus or loss arising from any breach; accordingly the Plaintiff's claim for RM5,002,000 failed and was dismissed with costs.
13 Jan 2020

PRABUDDHA KUMAR PRONOB CHAKRAVERTTY (Passport No.: Z2352033) 1. ASAP SDN BHD (Company No.: 812786-H) 2. CHUA CHOON YONG (NRIC No.: 620306-04-5357) 3. YAHYA BIN RAZALI (NRIC No.: 550603-10-6215)

Citation

WA-22NCC-196-04/2019 (Dengar bersama: WA- 22NCC-240-05/2019) (Mahkamah Tinggi)
Court

Dengar bersama: WA- 22NCC-240-05/2019
Case number

WA-22NCC-196-04/2019 (Dengar bersama: WA- 22NCC-240-05/2019) (Mahkamah Tinggi)

Because the defendants had only filed interlocutory applications and nothing had been determined, there was no basis to conclude the defendants were dominant litis or that the plaintiff's actions were doomed to fail; the suits were at an early pleadings stage and denying liberty to refile would extinguish the plaintiff's ability to bring related counterclaims in the Capstone suit and cause miscarriage of justice; there was no demonstrable prejudice to defendants, therefore withdrawal with liberty to file afresh and costs awarded to defendants was appropriate.

Malaysia Case Law

M9 COMPLETE TECHNOLOGY SDN BHD (Dahulunya dikenali sebagai M7 Complete Technology Sdn Bhd) 1. ) KUM MENG WEI 2. ) SOLUMIE BINTI ODIAH 3. ) ARSHAD BIN ASRI 4. ) MILLIE JUSTINES BAHARUM

JR Engineering and Medical Technologies (M) Sdn Bhd Ganesan a/l Subramaniam

Majlis Amanah Rakyat (MARA) Naguib bin Mohd Nor

GLOBAL CAPITAL LIMITED DATO’ SRI CHONG KET PEN

PRABUDDHA KUMAR PRONOB CHAKRAVERTTY (Passport No.: Z2352033) 1. ASAP SDN BHD (Company No.: 812786-H) 2. CHUA CHOON YONG (NRIC No.: 620306-04-5357) 3. YAHYA BIN RAZALI (NRIC No.: 550603-10-6215)