Creditors have a legitimate interest to intervene in winding-up proceedings, as their rights may be directly affected by orders regarding liquidation.

(Enclosure 16)

Introduction

[1] This is my decision in respect of encl 16, which is an application by the Proposed Interveners - namely Ling How Gin, Yap Chye Cheey, Jogindar Singh Sardara Singh, and Oralix Marketing Sdn Bhd - for leave to intervene in these post-winding up proceedings pursuant to O 15 r 6 of the Rules of Court 2012 and/or the inherent jurisdiction of the Court. I delivered my oral decision allowing the application on 25 March 2025. These are my written grounds.

Background

[2] The Respondent company, Mines Waterfront Business Park Sdn Bhd ("the Company"), was ordered to be wound up on 9 May 2023. On 6 September 2024, Andrew Heng and Kumarakuru of Baker Tilly Insolvency PLT were appointed as joint and several liquidators of the Company, replacing the Official Receiver.

[3] The current proceedings (BA-28PW-260-09/2024) were initiated by a contributory, Grand Wellness Hub Sdn Bhd ("the Applicant"), seeking to stay and/or terminate the winding-up of the Company.

[4] The Proposed Interveners, who assert themselves as creditors of the Company and who were instrumental in securing the appointment of the private liquidators (vide. BA-28PW-269-10/2023), now seek to intervene in these proceedings.

[5] The Liquidators did not object to the intervention. The Applicant opposes the Proposed Interveners' application.

The Issue

[6] The central issue for determination is whether the Proposed Interveners have a sufficient legal interest in the subject matter of these proceedings such that they ought to be allowed to intervene.

The Law

[7] The applicable legal test is well-established. In Pegang Mining Company Ltd v. Choong Sam & Ors 1968 MarsdenLR 107 ; 1968 MarsdenLR 297 , the Privy Council held that a party may be added to proceedings if their rights against or liabilities to any party to the action in respect of the subject matter would be directly affected by any order that may be made.

[8] This principle has been affirmed and applied in various Malaysian cases involving post-winding up proceedings: see Zed Enterprise (M) Sdn Bhd v. Ungku Amir Ungku Suliman & Another Case (Encl 1) 2021 MarsdenLR 1333 , Tee Yam Holdings Sdn Bhd V. Shanghai Capital Sdn Bhd; Tenaga Nasional Bhd (Petitioner) [2019] MLRHU 2060; [2020] 5 CLJ 130, and Dato Sri Shamir Kumar Nandy v. Crest Worldwide Resources Sdn Bhd (Encl 6) [2020] MLRHU 2246.

[9] It is also trite that in any application to terminate a winding up, the views and interests of creditors are highly relevant, if not central. Section 493 (2) of the Companies Act 2016 recognises the relevance of creditors' agreement or satisfaction of their debts in determining whether to terminate a winding-up order.

Findings And Analysis

[10] The Proposed Interveners have asserted that they are creditors of the Company. They had previously filed Proofs of Debt and participated in the successful application for the appointment of the private liquidators. In that sense, they are not strangers to the winding-up process but parties with a direct interest in the administration and conclusion of the winding-up.

[11] The Applicant has argued that the Proposed Interveners are not admitted creditors and therefore have no legal interest.

[12] I respectfully, do not agree. The question of whether the Proposed Interveners' debts have been formally admitted by the Liquidators does not conclusively determine their entitlement to participate.

[13] Their Proofs of Debt were filed and remain pending adjudication. Their legal rights as potential creditors - including their rights to challenge any decision by the Liquidator under s 517 of the Companies Act - are prese