IRIS CORPORATION BHD v 1. ) TAN SRI RAZALI BIN ISMAIL 2. ) DATUK TAN SAY JIM 3. ) Yam Tunku Dato Seri Shahbuddin Bin Tunku Besar Burhanuddin 4. ) DATO HAMDAN BIN MOHD HASSAN 5. ) DATO EOW KWAN HOONG 6. ) CHAN FEOI CHUN 7. ) SYED ABDULLAH BIN SYED ABD KADIR 8. ) DATUK NOOR EHSANUDDIN BIN HJ MOHD HARUN NARRASHID 9. ) DATUK NIK AZMAN BIN MOHD ZAIN

w-02nccw-1736-09-2022 Court of Appeal (Mahkamah Rayuan) 12 August 2025 • W-02(NCC)(W)-1736-09/2022 • 50 min read
13 cases cited (3 SG, 10 foreign)

Catchwords

Practice Areas

Judges (3)

Counsel (18)

Parties (10)

Case Significance

IRIS CORPORATION BHD v 1. ) TAN SRI RAZALI BIN ISMAIL 2. ) DATUK TAN SAY JIM ... is a Court of Appeal (Mahkamah Rayuan) decision dated August 12, 2025 (citation: w-02nccw-1736-09-2022). <p>IRIS Corporation Bhd, a pioneer in electronic passport technology, sued nine former directors for alleged breach of duties in relation to a £2.05 million investment in BCS, a UK company. The Court of Appeal dismissed the appeal, finding that the directors acted honestly, with reasonable care, and in good faith under the business judgment rule in section 214 of the Companies Act 2016. The learned Judicial Commissioner's decision was found to be legally sound and factually well-grounded.</p> The panel comprised Ahmad Fairuz bin Zainol Abidin, Choo Kah Sing and Ravinthran a/l Paramaguru, with Ahmad Fairuz bin Zainol Abidin delivering the judgment.

Summary

IRIS Corporation Bhd, a pioneer in electronic passport technology, sued nine former directors for alleged breach of duties in relation to a £2.05 million investment in BCS, a UK company. The Court of Appeal dismissed the appeal, finding that the directors acted honestly, with reasonable care, and in good faith under the business judgment rule in section 214 of the Companies Act 2016. The learned Judicial Commissioner's decision was found to be legally sound and factually well-grounded.

What was the outcome of IRIS CORPORATION BHD v 1. ) TAN SRI RAZALI BIN ISMAIL 2. ) DATUK TAN SAY JIM ...?

<p>IRIS Corporation Bhd, a pioneer in electronic passport technology, sued nine former directors for alleged breach of duties in relation to a £2.05 m...

Statutes Cited

Companies Act
s 132
Rules of Court 2012

Cases Cited (13)

SG (1)
[2017] SGCA 40
SLR (2)
[2004] 4 SLR 162 [2017] 2 SLR 592
UK (2)
[1970] Ch 62 [1974] AC 821
MY (8)
[1965] 1 MLJ 228 [1987] 1 MLJ 492 [2012] 3 MLJ 616 [2012] 5 CLJ 169 [2014] 11 MLJ 1 [2018] 2 MLJ 177 [2020] MLJU 1469 [2022] MLJU 1798