CJ POLYMERS SDN BHD v 1. ) KERK HAN MENG 2. ) SIM CHIN HU

w-02imncc-1147-07-2024 Court of Appeal (Mahkamah Rayuan) 13 October 2025 • W-02(IM)(NCC)-1147-07/2024 • 19 min read

10 cases cited (0 SG, 10 foreign)

Catchwords

Transfer and consolidation of proceedings; item 12 of the Schedule to the Courts of Judicature Act 1964; order 4 rule 1 and order 57 rule 1(1) of the Rules of Court 2012; inherent powers of court and powers existing before Merdeka Day to transfer proceedings between courts within each High Court in Malaysia

Practice Areas

Civil Procedure

Judges (3)

Ahmad Fairuz bin Zainol Abidin Coram Azizul Azmi bin Adnan Delivered Hashim bin Hamzah Coram

Counsel (9)

Brendan Siva Firm Jeeva Partnership Firm K Nadarajah & Partners Firm AG Kalidas Counsel Appellant Aida Haryani Salamon Counsel Respondent Brendan Navin Siva Counsel Respondent Parimalar Ilamaran Counsel Appellant Raymond Tan Counsel Respondent Wesley Wong Ray Fung Counsel Appellant

Parties (3)

CJ POLYMERS Sdn Bhd Appellant Kerk Han Meng Respondent Sim Chin Hu Respondent

Case Significance

Illustrates the court's discretion to transfer related proceedings under Order 57 rule 1(1) of the Rules of Court 2012 while declining consolidation: transfer to a common judge can address interdependent facts and the risk of inconsistent findings even where consolidation and the applicant's delay are held against it.

This Court of Appeal decision concerns an application to transfer and consolidate two related sets of High Court proceedings, and the extent to which overlapping facts justify hearing them together. The appellant, CJ Polymers Sdn Bhd, had commenced a writ action (Suit 786) against two of its former directors, alleging that they had undertaken dubious transactions tainted by fraud and dishonesty through which more than RM9 million was misappropriated from the company, some of it then used to subscribe for shares in a rights issue; the pleaded causes of action were fraud, breach of fiduciary duty and conspiracy to injure. One of those former directors had separately brought an oppression action under section 346 of the Companies Act 2016 by originating summons (OS 547), alleging that another director and shareholder had unilaterally removed him. The appellant applied to transfer its writ action to the court hearing the oppression action and to consolidate the two, invoking item 12 of the Schedule to the Courts of Judicature Act 1964 and Order 57 rule 1(1) of the Rules of Court 2012. The High Court refused, viewing the application as a tactical manoeuvre and an abuse of process that would save neither time nor costs, and was unimpressed by a delay of some seven months in making it. On appeal, the Court of Appeal accepted that the possibility of inconsistent findings was not the only consideration and noted the delay, but held that intervening developments — a defendant in the oppression action having obtained an order to cross-examine deponents, with a trial now fixed and itself under appeal — meant the delay concern was no longer as acute. The court allowed the appeal only in part: it directed that the writ action (Suit 786) be transferred to the High Court hearing the oppression action, to be heard in a manner determined by the transferee judge, without ordering consolidation, and directed the respondents to pay costs of RM10,000 each, subject to allocatur.

Summary

CJ Polymers Sdn Bhd sought to transfer its fraud and breach of fiduciary duty suit against former directors Kerk Han Meng and Sim Chin Hu to another court hearing a related minority oppression action, and to consolidate both proceedings. The Court of Appeal allowed the appeal in part, ordering the transfer of proceedings to the court hearing the oppression action under Order 57 Rule 1(1), while leaving the question of consolidation to be determined by the transferee judge.

What relief did the appellant seek and how had the High Court responded?

It sought to transfer its writ action against its former directors to the court hearing a related oppression action under section 346 of the Companies Act 2016 and to consolidate the two; the High Court refused, treating the application as a tactical manoeuvre and abuse of process that would save neither time nor costs.

How did the Court of Appeal dispose of the appeal?

It allowed the appeal only in part, directing that the writ action (Suit 786) be transferred to the High Court hearing the oppression action, to be heard as the transferee judge determined, but it did not order consolidation.

What did the court say about the delay in applying?

While noting the seven-month delay that had concerned the High Court, the Court of Appeal held that intervening events — an order to cross-examine deponents in the oppression action, with a trial fixed and under appeal — meant the delay concern was no longer as acute, and awarded costs of RM10,000 against each respondent.