Malaysia Case Law: Decisions & Judgments

Topic

Estoppel by convention

Legal area

Court

26 Jun 2023

Imej Parking Sdn Bhd Koperasi Permodalan Felda Malaysia Berhad

Citation

BA-22NCvC-163-06/2020 (Mahkamah Tinggi)
Court

High Court
Case number

BA-22NCvC-163-06/2020 (Mahkamah Tinggi)

Court held clauses construed to give commercial effect: profit sharing operated on monthly threshold RM110,000 with KPF 95% and IP 5%; both parties had joint obligation to obtain mechanical-bay licence and each materially contributed to absence of licence so neither could recover full loss; however contemporaneous documents and correspondence evidenced a binding compromise of RM306,240 in favour of plaintiff for mechanical bays; plaintiff failed to prove occupancy fell below contractual thresholds and failed other claims; defendant established unpaid rentals/profit/GST of RM189,446.37; net se…
7 Dec 2022

1. ) KO BYOUNG SOO 2. ) HAN KYUNG JA 3. ) KO SUNG HWAN 1. ) HENG HUP METAL SDN BHD 2. ) PERFECT SLRESOURCES SDN BHD 3. ) LEAD WIZARD SDN BHD 4. ) INTERCEDAR INDUSTRY (M) SDN BHD 5. ) SIA KOK CHIN 6. ) LOW HOCK SOON 7. ) Singara Velan A/L Th

Citation

WA-22NCC-616-12/2020 (Mahkamah Tinggi)
Court

High Court
Case number

WA-22NCC-616-12/2020 (Mahkamah Tinggi)

Plaintiffs failed to prove on the balance of probabilities that the alleged Loan Conditions existed; in any event plaintiffs affirmed the SSA and SHA by conduct and performance so cannot rescind; the SHA is valid despite lack of notarisation; any breach of pre-emption occurred but plaintiffs acquiesced and are barred by laches and estoppel by convention; oppression claim not established as pleaded matters were inter-shareholder or director matters and did not amount to conduct oppressive under s346 Companies Act 2016; therefore claim dismissed with costs.
6 Jul 2022

PANGLIMA BIDANG SDN BHD PEMBINAAN BINA BUMI SDN BHD

Citation

WA-24C-19-01/2022 (Mahkamah Tinggi)
Court

High Court
Case number

WA-24C-19-01/2022 (Mahkamah Tinggi)

The Setting Aside Application was allowed because the adjudicator failed to consider or give proper weight to a material defence and evidence (the Employer’s Supplemental Agreement/Employer’s SA and debit notes reflecting direct payments), a failure that had a potentially significant effect on the adjudication outcome and thus amounted to breach of natural justice; consequentially the enforcement application was dismissed.
19 Apr 2021

DHAFIA NINE GROUP SDN BHD MOHAMAD MURAD BIN MAHYUDIN MUHEJI & R&A BRIDGE ENGINEERING SDN BHD

Citation

W22C-120-12/2020 (Mahkamah Tinggi)
Court

High Court
Case number

W22C-120-12/2020 (Mahkamah Tinggi)

The court found factual material showing direct payments by the Second Defendant and a contractual provision (clause 19) envisaging payment by the Second Defendant which raised multiple unexplained factual and legal questions (assignment, collateral contract, agency, estoppel) that were not amenable to summary disposal; therefore the strike out application was not appropriate and was disallowed.
29 Jan 2021

LKPP PROPERTY SDN BHD KEMUNCAK LAKSANA SDN BHD

Citation

WA-22C-4-01/2018 (Mahkamah Tinggi)
Court

High Court
Case number

WA-22C-4-01/2018 (Mahkamah Tinggi)

On the evidence the court found Kemuncak received proceeds for LKPP's 16 sold units in the developer HDA but failed to pay LKPP as required by Clause 10.2(l); LKPP proved breach and recovery of RM1,961,060 with interest at 5% p.a. was awarded; LKPP failed to prove entitlement to LAD under the pleaded clauses; Kemuncak failed to prove LKPP delayed the STP so as to justify withholding payments or sustain its counterclaims; LKPP was entitled to contribution for infrastructure costs of RM837,551 and damages for 109 uncompleted owner units of RM22,127,000; Kemuncak's counterclaims were dismissed;…
3 Dec 2020

Sinar Gemilang Automobil Sdn Bhd Kudrat Hauliers Sdn Bhd

Citation

A52NCvC-476-09-2020 ATURAN 18 (Mahkamah Sesyen)
Court

Sessions Court
Case number

A52NCvC-476-09-2020 ATURAN 18 (Mahkamah Sesyen)

The defendant's signed letter of 17.12.2019 constituted an agreed admission of debt and mutual waiver of other claims; the defendant is estopped from advancing a counterclaim based on pre-agreement events; the counterclaim is frivolous, vexatious and an abuse of process and thus plainly unsustainable and must be struck out with costs.
18 Aug 2020

PRUDENTIAL CORPORATION HOLDINGS LIMITED & ORS DETIK RIA SDN. BHD. & ORS

Citation

WA-24NCC-479-09/2019 (Mahkamah Tinggi)
Court

High Court
Case number

WA-24NCC-479-09/2019 (Mahkamah Tinggi)

The CPOA, SCPOA and related memoranda were conditional contracts governed by express conditions precedent (including BNM approval), and therefore not illegal or void ab initio; once BNM approval was obtained the agreements became enforceable, the defendants having accepted substantial payments and acted consistently are estopped from denying the agreements, there was no operative mutual mistake, and the plaintiffs are entitled to the declaratory and injunctive reliefs sought (except indemnity costs claim).
25 Jun 2019

GRACIOUS HOMES SDN BHD ARAS PUNCAK (M) SDN BHD

Citation

WA-22NCVC-35-01/2017 (Mahkamah Tinggi)
Court

High Court
Case number

WA-22NCVC-35-01/2017 (Mahkamah Tinggi)

On the balance of probabilities the Plaintiff failed to prove repudiatory acts by the Defendant; the Defendant acted within contractual rights in demanding evidence of the Plaintiff's financial capacity under Clauses 3.2.2 and 4.3.1; the Plaintiff breached those clauses by failing to furnish required proof; Defendant entitled to terminate under Clause 8.1 (right had arisen though termination notice not yet executed); Plaintiff's estoppel and adverse-inference arguments fail; Defendant's counterclaim succeeds and reliefs consequential to breach granted; costs awarded to Defendant.
1 Jan 1900

1. ) CHAN ENG LEONG (NO. K.P: 740302-07-5475) 2. ) CHONG BEE CHOO (NO. K.P: 740309-07-5312) 1. ) GOH CHOON KIM (NO. K.P: 610901-07-5201) 2. ) ONG AH POH (NO. K.P: 620317-07-5148) 3. ) 3.GLOBAL TOBACCO MANUFACTURERS (INTERNATIONAL) SDN BHD (

Citation

PA-22NCVC-8-01/2020 (Lampiran 3 dan Lampiran 32) (Mahkamah Tinggi)
Court

Lampiran 3 dan Lampiran 32
Case number

PA-22NCVC-8-01/2020 (Lampiran 3 dan Lampiran 32) (Mahkamah Tinggi)

The 2nd shareholders' agreement is invalid and unenforceable in toto because it purports to bind transferees and future shareholders, thereby exceeding personal obligations and effectively elevating the agreement into a regulation of the company; because that is dispositive the plaintiffs' claim fails, there is no serious issue to be tried and the interlocutory injunction is dismissed and the statement of claim struck out. The court nevertheless held that voting clauses inter se would be enforceable in principle, but that did not salvage the invalid SHA in this case.
KWAN CHEW HOLDINGS SDN BHD V. KWONG YIK BANK BHD

Citation

KWAN CHEW HOLDINGS SDN BHD V. KWONG YIK BANK BHD
Court

Malaysian court

On the objective matrix the overdraft facilities were in substance a RM550,000 bridging loan for the Taman Dangi project; the bank breached its contractual and equitable obligations by unilaterally reducing the limit, failing to credit approved end‑finance sums and dishonouring properly signed cheques; having acted on the common assumption and appointed an independent accountant (the bank's agent) the bank was estopped from denying the arrangement and stood in a special/joint‑venture fiduciary relationship entitling the plaintiff to damages; appeal allowed and judgment for plaintiff for damag…