Liza Chan Sow Keng JC:

Introduction

[1] The Applicants by the Originating Summons ("OS") sought leave pursuant to s 347 of the Companies Act 2016 (" CA 2016") to commence a derivative action ("the intended action") on behalf of K M Oli Mohamed Sdn Bhd, the Respondent against Mohamed Kassim a/l Oli Mohamed ("Kassim") as a director of the Respondent, and other companies connected with Kassim namely, Lumiere De Rubis Sdn Bhd, Rubyoli Sdn Bhd and Dazzle Jewel Sdn Bhd together with other ancillary orders and costs.

[2] On 1 October 2020, I heard the OS, reserved decision to 9 November 2020 and dismissed the OS. These are the reasons in amplification of the grounds delivered on 9 November 2020.

Background

[3] The Respondent, incorporated in 1984, carries on the business of selling gem jewellery and precious metals.

[4] The First and Second Applicants are minority shareholders of the Respondent. The 1st Applicant holds 25,001 of the issued and paid up shares of the Respondent while the 2nd Applicant holds 41,094 issued and paid up shares of the Respondent.

[5] Other shareholders in the Respondent are family members (including the mother, Oli Mohamed Zaleha who had passed away wherein