Interrogatories must be relevant and necessary for fair disposal; irrelevant requests may delay proceedings.

JUDGMENT

Quay Chew Soon J:

Introduction

[1] This is an application by the Plaintiff ("P") vide encl 10 ("Encl 10") for leave to serve interrogatories on the Defendants. Encl 10 is made under O 26 r 1 of the Rules of 2012. I dismissed Encl 10. Here are the grounds of my decision.

Background Facts

[2] The 1st Defendant ("D1") carries on the business of property development and is a licensed housing developer. D1 developed a housing project known as Grace Residence on the land known as No 10046, Seksyen 4, Bandar Jelutong, Daerah Timur Laut, Pulau Pinang held under Geran No Hak milik 172918 ("Housing Project"). The Second Defendant ("D2") is a director and majority shareholder of D1.

[3] Sometime in early year 2016, D1 was facing cash flow problem in connection with the Housing Project. Consequently, D1 needed to obtain funds through loans or investments in order to continue and complete the construction of condominium units in the Housing Project.

[4] D2 searched for interested parties to invest in and subscribe to preference shares to be issued by D1 to the interested investors. P expressed his interest to make an investment through the subscription of preference shares in D1.

[5] After various discussions, D1 and P executed a Preference Shares Agreement dated 5 July 2016 ("PS Agreement"). Wherein P subscribed to 5,400,000 units of preference shares issued by D1 at the price of RM1 per unit, with a dividend rate of 20% per annum. The preference shares were to be redeemed within 12 months from the date of subscription.

[6] In addition, D2, at the request of P for additional security, executed a Deed of Trust dated 1 August 2016, whereby:

(a) D2 would be required to pay for the interest accruing on the bank loans ("Bank Loan") taken by P for the subscription of the preference shares, for a period of 12 months. Which is the period of P's subscription of the preference shares;

(b) In the event that the Bank Loan is not settled after the said 12- month period, D2 would be required to pay the interest and principal repayment of the Bank Loan until full settlement thereof.

[7] Towards the end of the 12-month period of the PS Agreement, D1 was unable to redeem the preference shares subscribed by P or to pay any dividend. As D1 supposedly did not have profit nor the financial capability to do so.

[8] Upon further discussion, P agreed to renew the PS Agreement on the following terms:

(a) The dividend of RM1,080,000 to be converted into 1,080,000 units of new preference shares with a dividend rate of 20% per annum. Thus in addition to the unredeemed preference shares then held by P (of 5,400,000 units), the total preference shares subscribed by P would be 6,480,000 units;

(b) The redemption of the 6,480,000 units of preference shares is to be made in 2 tranches, namely:

(i) the first tranche amounting to RM1,480,000 is to be redeemed for a sum of RM1,628,000 in 6 months from the renewal date ("Renewed Subscription Shares 1"); and

(ii) the second tranche amounting to RM5,000,000 is to be redeemed for a sum of RM6,000,000 in 12 months from the renewal date ("Renewed Subscription Shares 2").

[9] Based on the aforesaid terms, P and D1 executed a Renewed Preference Shares Agreement dated 16 August 2017 ("Renewed PS Agreement").

[10] Due to the purported inability of D1 to redeem the preference shares in accordance with the Renewed PS Agreement, P and D1 subsequently agreed to a further extension of time for the redemption of the Renewed Subscription Shares 1. They executed a Renewed Extended Preference Shares Agreement dated 16 February 2018 ("Extended PS Agreement").

[11] As a result of the Extended PS Agreement, the redemption sum payable for the Renewed Subscription Shares 1 of RM1,628,000 was converted into 1,628,000 units of preference shares with a dividend rate of 20% per annum. The same will be redeemable for a sum of RM1,790,800 within 6 months from the date of the Extended PS Agreement.

[12] As D1 allegedly was not able to redeem the preference shares s