China Railway Engineering Corporation (M) Sdn Bhd v Perspektif Masa Sdn Bhd

ba-28ncc-817-12-2024 High Court (Mahkamah Tinggi) 4 June 2025 • BA-28NCC-817-12/2024

Catchwords

Application to amend winding up petition-to substitute the originally named proposed liquidator-post filing development-the appointment of the Liquidator as the Receiver and Manager of the Respondent’s company-order to dispense with procedural requirements under Rule 32 of the Companies (Winding-up) Rules 1972-on the basis that Respondent has appeared and contested the Petition-no other creditor intervened-Respondent opposed-procedural impropriety, bad faith-ulterior motive-whether court should permit the proposed amendment to the petition under Section 469(3)(e) of the Companies Act 2016-whether procedural requirements under Rule 32 should be dispensed with-whether the Respondent’s objections disclose sufficient basis to refuse the amendment-amendment is procedural and necessary-does not affect the substance of the petition-necessary to rectify the disqualification of the originally proposed liquidator-to ensure the appointment of a valid liquidator-amendment should be allowed if made bona fide-do not change the nature of the claim-do not cause irremediable prejudice-substitution of Liquidator is a strategy to frustrate the Respondent’s ongoing legal proceedings in other forums-failure to resign as proposed liquidator before taking up the R&M appointment constitutes a breach of fiduciary responsibility-amendment is narrow in scope-confined to the identity of the proposed liquidator-it does not alter the substance of the winding up petition-the threshold of granting leave to amend-amendment is bona fide-does not cause injustice-does not introduce new claim or inconsistent claim-Respondent’s objections are speculative in nature-not substantiated by cogent evidence-no nexus between the proposed new liquidator and any alleged scheme to frustrate Respondent’s civil claims-given that the Respondent is fully aware of the notice of the petition and has actively contested it-amendment is allowed- Rule 32 is allowed to be dispensed with.

Practice Areas

Judges (1)

Raja Rozela binti Raja Toran Delivered

Parties (2)

CHINA RAILWAY ENGINEERING CORPORATION Sdn Bhd Petitioner PERSPEKTIF MASA Sdn Bhd Respondent

Judgment

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Source: eJudgment (ba-28ncc-817-12-2024)