CJ POLYMERS SDN BHD v 1. ) Kerk Han Meng [Notice Of Discontinuance At Encl. 27] 2. ) Sim Chin Hu [Notice Of Cross Appeal At Encl. 5] 3. ) LEE YU MENG 4. ) KUA CHIN WEE PIHAK TERKILAN TETUAN SHUI-TAI

w-02ncca-2146-11-2022 Court of Appeal (Mahkamah Rayuan) 21 April 2025 • W-02(NCC)(A)-2146-11/2022 • 40 min read
5 cases cited (0 SG, 5 foreign)

Catchwords

Minority oppression - Whether removal from management with shares locked in oppressive - Whether pending suit for misconduct against minority bars oppression action? - Whether sale of shares to new investor terminated quasi partnership on the facts? - Whether valuation expert should subject to cross examination whether original buyout order did not provide for it?

Practice Areas

Minority oppression

Judges (3)

Choo Kah Sing Coram Mohd Nazlan bin Mohd Ghazali Coram Ravinthran a/l Paramaguru Delivered

Counsel (18)

Alvin Tang Law Office Firm Brendan Siva Firm Jeevapartnership Firm Mah-Kamariyah & Philip Koh Firm Shui Tai Firm Aida Haryani binti Salamon Counsel Respondent Alvin Tang Wye Keet Counsel Respondent Brendan Siva Counsel Respondent Chong Kah Yee Counsel Appellant Dato' J. Shamesh Counsel Respondent Dato' K. Kirubakaran Counsel Appellant Goh Zhi En Counsel Respondent John Wong Yok Hon Counsel Appellant Kang Zhen Leong Counsel Respondent Ong Chern Yi Counsel Respondent Ponnie Govindasamy Counsel Respondent Raymond Tan Counsel Respondent Siew Choon Jern Counsel Respondent

Parties (6)

CJ POLYMERS Sdn Bhd Appellant TETUAN SHUI-TAI Aggrieved Party Kerk Han Meng Respondent Kua Chin Wee Respondent Lee Yu Meng Respondent Sim Chin Hu Respondent

Case Significance

CJ POLYMERS SDN BHD v 1. ) Kerk Han Meng [Notice Of Discontinuance At Encl. 2... is a Court of Appeal (Mahkamah Rayuan) decision dated April 21, 2025 (citation: w-02ncca-2146-11-2022). <p>This was a minority oppression case involving three consolidated appeals arising from a dispute among shareholders of CJ Polymers Sdn Bhd, a polymer manufacturing company. The Court of Appeal found that the removal of the minority shareholder from management with shares locked in was oppressive, and ordered a buyout at fair value with costs. Appeal 2146 was dismissed, Appeal 2148 was dismissed, and Appeal 1631 was dismissed, with the cross-appeals of Sim Chin Hu allowed.</p> The panel comprised Choo Kah Sing, Mohd Nazlan bin Mohd Ghazali and Ravinthran a/l Paramaguru, with Ravinthran a/l Paramaguru delivering the judgment.

Summary

This was a minority oppression case involving three consolidated appeals arising from a dispute among shareholders of CJ Polymers Sdn Bhd, a polymer manufacturing company. The Court of Appeal found that the removal of the minority shareholder from management with shares locked in was oppressive, and ordered a buyout at fair value with costs. Appeal 2146 was dismissed, Appeal 2148 was dismissed, and Appeal 1631 was dismissed, with the cross-appeals of Sim Chin Hu allowed.

What was the outcome of CJ POLYMERS SDN BHD v 1. ) Kerk Han Meng [Notice Of Discontinuance At Encl. 2...?

<p>This was a minority oppression case involving three consolidated appeals arising from a dispute among shareholders of CJ Polymers Sdn Bhd, a polyme...

Statutes Cited

Companies Act 2016 (Cap 777)
s 346

Cases Cited (5)

UK (1)
[1973] AC 360
MY (4)
[1978] 2 MLJ 227 [2006] 5 MLJ 768 [2010] 6 CLJ 721 [2022] MLJU 455