Breach of contract and conspiracy were established due to defendants entering agreements undermining the plaintiff's tenancy rights.

Introduction

[1] The dispute between the plaintiff and the defendants arises from a Tenancy Agreement dated 12 August 2009 entered into between the plaintiff and the 1st defendant. The agreement is for three years expiring on 11 August 2012. Under the agreement, the 1st defendant let out its property measuring 1,234,197 sq ft to the plaintiff at a monthly rental of RM250,000.00. It is the term of the agreement that the plaintiff is entitled to sub-let the property to a third party and collect the rental proceeds. The existence of the agreement were made known by the 1st and 2nd defendant to the 3rd and 4th defendant. The 2nd defendant is the director in the 1st defendants company. It was alleged that the plaintiff had failed to pay the rental and refused to take vacant possession. By its solicitors letter dated 31 March 2012, the 1 defendant terminated the agreement. The plaintiff contends it was the 1st defendant who had breached the agreement by failing to give vacant possession. Plaintiff plead the termination is invalid and sued the 1st defendant for breach of contract. Unknown to the plaintiff, whilst the agreement is still subsisting, the 1st defendant had entered into a tenancy agreement dated 14 January 2011 with the 3rd defendant over the same subject property with monthly rental of RM116099.25. Prior to that, the 3rd defendant had entered into a sub-tenancy agreement dated 3 January 2011 with the 4th defendant with monthly rental agreed at RM1,486,070.40. The plaintiff alleged that the 1st and 2nd defendants together with the 3 and 4th defendants had conspired to deprive the plaintiff of its rights under the tenancy agreement dated 12 August 2009. As a result of the defendants' unlawful act, the plaintiff has suffered losses. As against all the defendants, the plaintiff alleged fraud, deceit and conspiracy to injure the plaintiff. Vide this action, the plaintiff sought to enforce its rights under the agreement and be put to its original position as if the contract is performed. The issues before the court are: (i) Whether the 1st defendant had breached the Tenancy Agreement dated 12 August 2009; (ii) Whether the Tenancy Agreement is effective until 11 August 2011; (iii) Whether the defendants had conspired to injure the plaintiff and (iv) Whether the plaintiff is entitled to the reliefs claimed herein.

The Parties

[2] The plaintiff is a private Limited company incorporated under the Companies Act 1965 with a registered address at 49-B, Jalan Melaka Raya 8, Taman Melaka Raya, 75000 Melaka. The l defendant is a private limited company incorporated under the Companies Act 1965 and has a registered address at Level 8, Symphony House, Blok D13 Pusat Dagangan Dana 1, Jalan PJU 1A/46, 47301 Petaling Jaya, Selangor. The 1st defendant was wound up by the Shah Alam High court Order dated 25 July 2011 under Shah Alam High court Companies Winding Up No: MT(FLJC) -28-457-2010. Pursuant to the said winding up order, Mr Mok Chew Yin and Mr Gan Ah Tee of Messrs BDO Consulting Sdn Bhd were appointed as joint liquidators of the 1st defendant. The plaintiff had obtained leave of the court to file this action against the 1st defendant. The 2nd defendant is one of the directors of the 1st defendant. The 2nd defendant is also the principal officer of the 1st defendant before the 1st defendant was wound up. The 2nd defendant is a bankrupt. The 3rd defendant is a private limited company incorporated under the Companies Act 1965 with its registered address at 37-1, Tingkat 1, Jalan Kemasik Senawang 7, Jalan Taman Komersial Senawang, Seremban, Negeri Sembil