Consent orders are binding unless challenged on valid grounds such as fraud or coercion; lapse in action undermines relief.

Salient Background Facts

[1] The Plaintiff, Capital City Property Sdn Bhd ('Capital City') filed the present Originating Summons under Enclosurel ('the OS') seeking to set-aside a consent order dated 6 September 2021 recorded before Justice Tuan Nadzarin Wok Nordin in Originating Summons WA-28JM-9- 02/2022 ('the JM OS').

[2] The JM OS was an application filed by the Plaintiff for a judicial management order pursuant to s 409 of the Companies Act 2016 (' CA 2016').

[3] The Plaintiff is the developer of a subject project known under the name and style of 'Capital 21' which consists of a shopping mall service suites and a hotel ('the Capital 21 Project').

[4] The 1st Defendant, Archwell Property Sdn Bhd ('Archwell Property') is the proprietor of the land where the Capital 21 Project was located.

[5] The 2nd to 141st Defendants are purchasers of units parcel in the shopping mall service suits of the Capital 21 Project.

[6] The Plaintiff had filed the JM OS seeking the appointment of a judicial manager and the Winding Up Court granted a Judicial Management Order ('JMO') on 13 March 2020. The JMO was extended twice, the 1st extension up to 8 September 2021 and the 2nd extension up to 8 January 2022.

[7] Wong Ching Yong, the 142nd Defendant in the OS herein was appointed the Judicial Manager pursuant to the JMO and he performed his duty as an officer accountable to the Court from 13 March 2020 up until 8 January 2022.

[8] Subsequent to the JMO, the 2nd to the 141st Defendants filed five (5) applications in the JM OS and these applications were duly served on the Judicial Manager. The two noteworthy applications were:

(i) The Application to Intervene and Set-Aside the JMO;

(ii) The Application to Appeal on the Rejection of the Proof of Debts (PODs) by the Judicial Manager.

[9] All these five (5) Applications were served on the Plaintiff's erstwhile solicitors, Messrs Ezmeel & Co and affidavits were exchanged in respect of these Applications.

[10] All these five (5) Applications were called up for hearing on 6 September 2021 and by consent of all parties, the learned Judge hearing the JM OS granted the leave to the 2nd to the 141st Defendants in the JM OS to intervene in the proceedings, and thereafter the parties recorded a global settlement of their disputes which are encapsulated in the form of a consent order ('the Consent Order').

[11] By the Consent Order, paras 1 and 2 of the same state that the 2nd to the 141st Defendants are given leave to intervene in the JM OS and that the 2nd to the 141st Defendant are, subject to certain conditions, to receive Eighteen (18) contra commercial units in Capital 21 in full and final settlement of their claims respectively.

[12] The Plaintiff is now challenging the said paras 1 and 2 of the Consent Order on the following grounds:

(a) The Consent Order was entered into in contravention of s 409 of the CA 2016 as the 2nd to the 141st Defendants, not being secured creditors had no locus standi to oppose the JMO;

(b) The Consent Order entered gives rise to undue preference to the 2nd to 141st Defendant in contravention of s 426 of the CA 2016;

(c) The Consent Order is a nullity as the terms are uncertain and thus unenforceable;

(d) The Consent Order was delivered by a Court not competent to deliver the same and or was obtained by fraud or collusion.

[13] After hearing oral submissions from counsel and perusing the written submissions filed, I dismissed the Plaintiff's OS with costs. I set out my grounds below.

Court's Deliberation

[14] As a start, it must immediately be noted that it is an indisputable fact that the Plaintiff was represented by its erstwhile solicitors, Messrs Ezmeel and Co when the Cons