COMPANY LAW: Winding up
5 cases · January 2025 to November 2025
Key Issues & Sub-Topics
Leave to commence proceedings — Companies Act 2016 ss, 471 (1) and 486 (2) — Proceedings against company in liquidation and court-appointed liquidator-Proposed counterclaim in separate civil suit-Prima facial case — Whether claim can be adequately dealt with in proof of debt process-Locus notwithstanding failure to file proof of debt — Protection of liquidator as officer of court — Threshold for granting leave- Whether leave properly granted. 1 Fraudulent trading — Conspiracy to defraud — Creditor contracted with company for construction projects — Recovery of debts for alleged unpaid claims — Company wound-up — Disposal of vehicles and machines belonging to company — Whether sold for valuable consideration — Transfer of funds out of the company to Defendants — Allegation that funds transferred were repayments and monies owed — Whether these are genuine debts — Transactions effected within six months of presentation of the winding-up petition — Whether there was fraudulent trading to avoid paying debts to creditor — Whether the transactions carried out with the intent to defraud creditor — Section 540 of the Companies Act 2016 REMEDIES: The Defendants personally liable for debt of the company — Claim on certified payments — Claim on uncertified and rejected claims — Whether the alleged debt proven — Whether evidence presented support the quantification of liquidated debt — Certified claims proven but no clear evidence to prove quantum of uncertified and rejected claims — Exemplary damages granted 1 Liquidators — Applications against court-appointed liquidators — Requirement for prior leave of Winding Up Court — Whether leave must be obtained before commencing proceedings against liquidators — Whether liquidators are officers of the court — Whether proceedings constitute interference with liquidator's duties — Statutory framework under Companies Act 1965 and Companies Act 2016 — Application of transitional provisions 1 Liquidators — Inspection of books and papers — Creditor's right to inspect documents — Whether creditors entitled to delivery of certified copies of documents — Whether post-winding up agreements fall within scope of inspection rights — Relevance and necessity of documents sought — Whether application constitutes fishing expedition — Distinction between inspection rights and discovery procedures — Application of section 248 Companies Act 1965 and section 501/509 Companies Act 2016 1 Liquidators — Court's supervisory jurisdiction — Whether courts should interfere with liquidator conduct — Whether evidence of fraud or bad faith required — Whether prolonged duration of liquidation justifies enhanced court oversight — Liquidator's duty of transparency versus protection from vexatious applications — Balance between creditor rights and liquidator independence 1 Committee of inspection — Formation of committee of inspection in court-ordered liquidations — Whether statutory provisions permit committee formation under Companies Act 2016 — Whether individual creditor may compel convening of meeting — Whether broad creditor support required — Effect of prior court order appointing liquidators without committee of inspection — Distinction between creditors' voluntary liquidation and court-ordered liquidation 1 Liquidators — Liquidator's accounts — Whether liquidator can be compelled to produce Form 75 accounts — Sufficiency of statutory filings with Companies Commission of Malaysia — Whether publicly accessible accounts satisfy disclosure requirements — Burden of proof on applicant alleging non-compliance with statutory filing obligations 1 Conversion from voluntary to compulsory liquidation — Creditors' voluntary liquidation cannot be continued with due regard to interests of creditors — Whether voluntary winding up can be continued with due regard to interests of creditors or contributories under section 464(2)(d) CA 2016 — Whether court has discretion to convert voluntary liquidation to compulsory liquidation — Whether interim liquidators lack independence and impartiality — Whether voluntary liquidation commenced for ulterior purposes — Whether need for independent investigation into company affairs — Whether views of majority creditors should prevail — Whether fair play and commercial morality principles apply — Appointment of liquidators in compulsory winding up — Whether petitioning creditor's choice of liquidators should be appointed — Whether judgment debts under appeal affect standing of creditors — Whether pending appeals create conflicts of interest for nominated liquidators — Whether court oversight provides adequate safeguards against potential bias 1 Fortuna injunction — Disputed debt — Whether debt arising from settlement agreement incorporated in consent judgment could be considered disputed — Whether delay in milestone payment triggered acceleration clause — Whether court will exercise jurisdiction to restrain winding-up proceedings — Service of statutory notice — Proper service methods — Whether service by registered post satisfies statutory requirements — Solvency of company — Whether solvency is relevant when debt arises from judgment — Abuse of process — Whether pursuing winding-up against solvent company constitutes abuse 1
Leave to commence proceedings — Companies Act 2016 ss, 471 (1) and 486 (2) — Proceedings against company in liquidation and court-appointed liquidator-Proposed counterclaim in separate civil suit-Prima facial case — Whether claim can be adequately dealt with in proof of debt process-Locus notwithstanding failure to file proof of debt — Protection of liquidator as officer of court — Threshold for granting leave- Whether leave properly granted. 1 case
Fraudulent trading — Conspiracy to defraud — Creditor contracted with company for construction projects — Recovery of debts for alleged unpaid claims — Company wound-up — Disposal of vehicles and machines belonging to company — Whether sold for valuable consideration — Transfer of funds out of the company to Defendants — Allegation that funds transferred were repayments and monies owed — Whether these are genuine debts — Transactions effected within six months of presentation of the winding-up petition — Whether there was fraudulent trading to avoid paying debts to creditor — Whether the transactions carried out with the intent to defraud creditor — Section 540 of the Companies Act 2016 REMEDIES: The Defendants personally liable for debt of the company — Claim on certified payments — Claim on uncertified and rejected claims — Whether the alleged debt proven — Whether evidence presented support the quantification of liquidated debt — Certified claims proven but no clear evidence to prove quantum of uncertified and rejected claims — Exemplary damages granted 1 case
Liquidators — Applications against court-appointed liquidators — Requirement for prior leave of Winding Up Court — Whether leave must be obtained before commencing proceedings against liquidators — Whether liquidators are officers of the court — Whether proceedings constitute interference with liquidator's duties — Statutory framework under Companies Act 1965 and Companies Act 2016 — Application of transitional provisions 1 case
Liquidators — Inspection of books and papers — Creditor's right to inspect documents — Whether creditors entitled to delivery of certified copies of documents — Whether post-winding up agreements fall within scope of inspection rights — Relevance and necessity of documents sought — Whether application constitutes fishing expedition — Distinction between inspection rights and discovery procedures — Application of section 248 Companies Act 1965 and section 501/509 Companies Act 2016 1 case
Liquidators — Court's supervisory jurisdiction — Whether courts should interfere with liquidator conduct — Whether evidence of fraud or bad faith required — Whether prolonged duration of liquidation justifies enhanced court oversight — Liquidator's duty of transparency versus protection from vexatious applications — Balance between creditor rights and liquidator independence 1 case
Committee of inspection — Formation of committee of inspection in court-ordered liquidations — Whether statutory provisions permit committee formation under Companies Act 2016 — Whether individual creditor may compel convening of meeting — Whether broad creditor support required — Effect of prior court order appointing liquidators without committee of inspection — Distinction between creditors' voluntary liquidation and court-ordered liquidation 1 case
Liquidators — Liquidator's accounts — Whether liquidator can be compelled to produce Form 75 accounts — Sufficiency of statutory filings with Companies Commission of Malaysia — Whether publicly accessible accounts satisfy disclosure requirements — Burden of proof on applicant alleging non-compliance with statutory filing obligations 1 case
Conversion from voluntary to compulsory liquidation — Creditors' voluntary liquidation cannot be continued with due regard to interests of creditors — Whether voluntary winding up can be continued with due regard to interests of creditors or contributories under section 464(2)(d) CA 2016 — Whether court has discretion to convert voluntary liquidation to compulsory liquidation — Whether interim liquidators lack independence and impartiality — Whether voluntary liquidation commenced for ulterior purposes — Whether need for independent investigation into company affairs — Whether views of majority creditors should prevail — Whether fair play and commercial morality principles apply — Appointment of liquidators in compulsory winding up — Whether petitioning creditor's choice of liquidators should be appointed — Whether judgment debts under appeal affect standing of creditors — Whether pending appeals create conflicts of interest for nominated liquidators — Whether court oversight provides adequate safeguards against potential bias 1 case
Fortuna injunction — Disputed debt — Whether debt arising from settlement agreement incorporated in consent judgment could be considered disputed — Whether delay in milestone payment triggered acceleration clause — Whether court will exercise jurisdiction to restrain winding-up proceedings — Service of statutory notice — Proper service methods — Whether service by registered post satisfies statutory requirements — Solvency of company — Whether solvency is relevant when debt arises from judgment — Abuse of process — Whether pursuing winding-up against solvent company constitutes abuse 1 case
Court Distribution
Key People & Firms
Cases
wa-28pw-120-03-2025
LEE TUCK MENG v 1. ) JRSYS SDN. BHD. (DALAM PENGGULUNGAN) 2. ) NG CHOON JIN 3. ) YEONG KIN WAI
16 November 2025
MYHC
ba-22ncc-129-10-2023
SHVT Building Solution Sdn Bhd v 1. ) Tan Keng Meng 2. ) Low Pey Jiuan 3. ) TNT Engineering Sdn Bhd
12 October 2025
MYHC
wa-28pw-13-01-2025
Chatar Singh A/L Santa Singh v The Liquidator of Atlas Corporation Sdn Bhd (In Liquidation)
2 July 2025
MYHC
wa-28ncc-175-02-2024
1. ) Globalmariner Offshore Services Sdn Bhd 2. ) BOOMSLANG TECHNOLOGY SDN. BHD. 3. ) Dynac Sdn Bhd v 1. ) TH HEAVY ENGINEERING BERHAD (DALAM PENGGULUNGAN) 2. ) TH HEAVY ENGINEERING BERHAD PIHAK TERKILAN 1. ) STAR KRIS SERVICES SDN BHD 2. ) NSF ENGINEERING SDN BHD
26 May 2025
MYHC
wa-24ncc-469-09-2024
SHAPADU MARINE PTE LTD v HIJAYU MARINE SERVICES SDN BHD
8 January 2025
MYHC