JUDGMENT

Ahmad Fairuz Zainol Abidin J:

Abstract

[1] This decision explains the reason why:

(i) an adjournment made by a Chairman of a meeting cannot be tainted by conduct that disregards the will of the shareholders at a meeting;

(ii) a fresh special notice under s 322(1) of the Companies Act 2016 ("the Act") is not required to be issued upon the reconvening of an adjourned extraordinary general meeting; and

(iii) a failure to issue a notice of meeting under s 321(1) of the Act to an auditor is an irregularity which is curable under s 582 of the Act.

Background Facts

The Original Extraordinary General Meeting ("Original EGM")

[2] The plaintiffs in OS No. WA-24NCC-131-03-2020 ("OS 131")/the second to the fourth defendants in OS No. WA-24NCC-153-04-2020 ("OS 153") (hereinafter referred to as "the conveners") who are the shareholders of Golden Plus Holdings Bhd ("the company") issued a special notice to remove directors of Golden Plus ("special notice") and a notice for an extraordinary general meeting ("EGM") dated 12 September 2019 ("notice of EGM") proposing to remove the entire board of the company and to appoint the fifth to the seventh defendants in OS 153 as the directors. The origina