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2025 MarsdenLR 1241

HIGH COURT MALAYA KUALA LUMPUR
TRILLION OSCAR SDN BHD – Appellant
Versus
TIMUR ENTERPRISE SDN BHD – Respondent


Petitioner Advocates:John Wong,Chua Jeung Ru ,Respondent Advocate: Cheryl Tay,Liao Jia Wen

Judgement Key Points

Key Points: - Court dismissed application by Su Ming Jiun (shareholder of Petitioner) to intervene in winding-up of Respondent, finding no locus standi as he lacked legal interest in the subject matter (!) (!) (!) - Court applied test from Pegang Mining Company Ltd v. Choong Sam & Ors, requiring legal interest directly affected by orders, not mere financial interest (!) (!) (!) - Proposed intervener entitled to appear and oppose petition per Companies (Winding-Up) Rules 1972 (rr 28-30) but not to intervene or seek stay (!) (!) (!) (!) - Court refused stay of proceedings pending Shah Alam suit, finding no special circumstances or prejudice, as issues unrelated to debt owed by Respondent (!) (!) (!) - Winding-up petition granted as Respondent insolvent: failed to comply with statutory demand under Companies Act 2016 ss 465(1)(e), 466(1)(a) and pay summary judgment debt (!) (!) (!) (!) - Summary judgment against Respondent (RM3,000,000) not stayed, merits considered, no affidavit in opposition showing solvency (!) (!) - Injunctions against Petitioner's director Lim Aik Gee did not prevent winding-up petition or affidavit affirmation (!) (!) - Su Ming Jiun not a contributory of Respondent, so no standing under s 470 Companies Act 2016 to seek stay (!) - Court appointed Mr Onn Kien Hoe as liquidator and awarded costs of RM10,000 to Petitioner from Respondent's assets (!) (!)

What is required for a party to intervene in winding-up proceedings?

What constitutes special circumstances for staying winding-up proceedings?


JUDGMENT

Mohd Arief Emran Arifin J:

A. Introduction

[1] This Court decided to hear the following enclosures on the 27 March 2025 :-

(i) Enclosure 15 - The application by Su Ming Jiun to be added as an intervener in this application. He also seeks to stay these proceedings pending the claim filed by him in the Writ Summons No: BA-22NCC-153-12/2022.

(ii) Enclosure 1 - Petition to Wind-Up the Respondent based on the Winding Up Notice issued and the Judgment in the Civil Suit No: WA-22NCC-681-09/2023 dated 10 July 2024.

B. Decision Of This Court

[2] This Court found that the Applicant / Proposed Intervener did not have any locus standi to appear in these proceedings to object to the application to wind-up the Respondent. Therefore, the application was dismissed with costs.

[3] This Court also found that as the Petitioner has shown that the Respondent is insolvent based on the failure to comply with the demand issued in the statutory notice as well as the failure to pay the judgment sums claimed, the said Respondent should be wound up.

C. Reasoning For Dismissing Enclosure 15 - Intervention And Stay Of Proceedings

Application To Intervene

Facts Raised To Justify Right To Intervene

[4] Su Ming Jiun

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