2014 MarsdenLR 887

HIGH COURT MALAYA KUALA LUMPUR
MAZIAH MUSA – Appellant
Versus
ZAINULABIDIN MAT AKHIR & ORS – Respondent
[Civil Suit No: 22NCC-293-03/2013]

The court determined that the signatures on disputed documents were forged, establishing that Plaintiff is the rightful owner of the shares and remains a director, despite claims of delay from Defendants.

Headnote:(A) Companies Act 1965 - Section 162 - Allegation of forgery of signatures on transfer documents - Claim for relief for rectification of share register - Proof of ownership of shares - Standard of proof - Plaintiff established through credible evidence that signatures were forged - Delay in filing claim not a valid defense against forgery allegations. (Paras 76, 78)

(B) Evidence - Evaluation of witness credibility - Court preferred testimony of Plaintiff over Defendants due to inconsistencies in the latter's statements and the clear and consistent narrative from Plaintiff. (Paras 74, 75)

Facts of the case:
Plaintiff, formerly married to First Defendant, claims wrongful transfer of shares in Company by Defendants based on alleged forgery. Plaintiff maintained she never consented to transfer of shares or resignation from directorship. Defendants alleged consent and voluntary actions. (Paras 1-6, 21)

Findings of Court:
Court ruled that Plaintiff's claim established on balance of probabilities; the signatures on disputed documents declared forged and the transfers held null and void. (Paras 76-79)

Issues: The primary issue is the authenticity of signatures on shared transfer documents. (Para 21)

Ratio Decidendi: The court found that the correct standard of proof was met and emphasized that forgery cannot be absolved by laches; hence, the fraudulent actions void the transfer and resignation. (Paras 78)

Result: Plaintiff is declared the lawful owner of shares and remains a director of the Company; relief sought granted with costs awarded to Plaintiff.