The court upheld that claims must disclose a reasonable cause of action; the absence of critical elements in allegations of conspiracy leads to dismissal.

(Enclosures 79 & 81)

Introduction

[1] These are two applications filed separately by the 3rd and 4th Defendants in encls 79 and 81, respectively under O 18 r 19(1)(b),(c) and (d) of the Rules of 2012 (" ROC ") to strike out the Plaintiff's claim against them.

[2] As a background of facts, vide a settlement agreement ("Settlement Agreement") entered into on 24 September 2003 between the Plaintiff, Anson Realty Sdn Bhd ("ARSB"), Anson Perdana Bhd ("APSB") and Prodeal Sdn Bhd ("PSB"), the parties agreed, inter alia, that:

(a) the Plaintiff, vide a letter of award dated 16 March 1999, had awarded ARSB a sub-contract to carry out works in Faber Tiara Condominium;

(b) in consideration thereof, APSB as the guarantor executed a guarantee and indemnity in favour of the Plaintiff wherein APSB agreed to ensure the due performance and discharge by ARSB of its obligations under the letter of award;

(c) in turn, the Plaintiff was indebted to PSB in the sum of RM310,440.81;

(d) ARSB was indebted to the Plaintiff a sum of RM600,000.00 ("Debt"); and

(e) ARSB admitted that it was the beneficial owner of nine units of shop lots ("Units") which all located in a building called "Plaza Century" ("Building"). This Building was erected on a land held under Geran 75853 Lot 15309 Bandar Johor Bahru, Johor Bahru ("Land"). Under the Settlement Agreement, ARSBagreed to surrender the Units to the Plaintiff as the full and final settlement of the Debt.

[3] The 1st Defendant who was the registered proprietor of the Land, sold the Units to the Plaintiff vide nine Sale and Purchase Agreements, all dated 18 February 2004 ("Agreements") which contained identical terms and conditions except the particulars and selling prices of the Units. However, the transfer of the Land from the 1st Defendant to the Plaintiff was never executed.

[4] The Plaintiff lodged a private caveat (1st caveat) on the Land on 22 April 2004, but was later removed via an order of the Court pursuant to an application in 2009 by the 1st Defendant and without any resistance by the Plaintiff.

[5] Before its winding-up in 2010, the 1st Defendant sold and transferred the Land to the 2nd Defendant vide a sale and purchase agreement dated 29 July 2008.

[6] The 2nd Defendant later sold the Land to the 3rd Defendant at the purchase price of RM650,000.00 vide a sale and purchase agreement dated 2 October 2009. The transfer of the Land was registered on 9 November 2010. At the time of the purchase, there were an old hotel building known as "11 Century Hotel" and a dilapidated, unoccupied and unmaintained building known as "Wisma Abad" on the Land. The Land was later charged by the 3rd Defendant to Affin Bank Berhad on 9 November 2010 to finance the purchase.

[7] In November 2017, the 4th Defendant became the registered proprietor of the Land after purchasing it from the 3rd Defendant with the purchase price of RM73 million. All buildings on the Land were subsequently demolished to make way for a development project which the 4th Defendant is developing with its joint-venture partner.

[8] It is pertinent to note that all this time, since 2004, the Plaintiff had not commenced any proceedings against the 1st Defendant.

[9] The Plaintiff lodged another private caveat (2nd caveat) on 18 July 2019. However, the caveat was removed by Justice See Mee Chun (now JCA) on 15 July 2020. The Plaintiff lodged another private caveat (3rd caveat) on 29 June 2020 but withdrawn it on 6 August 2020.

[10] On 9 June 2020, the Plaintiff filed the Writ and Statement of Claim ("SOC") against the Defendants for, inter alia, a declaration that the Units are be