JUDGMENT

Ramly Ali JCA:

[1] The appellant filed a petition under s. 181 of the Companies Act 1965 against the respondents alleging that the affairs of the 1st respondent company are being conducted or the powers of the directors are being exercised in a manner oppressing to himself; or that some act of the 1st respondent company has been done or that some resolution has been passed which unfairly discriminates against or is otherwise prejudicial to himself.

[2] After full trial where witnesses were cross-examined on their respective affidavits, the learned Judicial Commissioner dismissed the petition with costs. Hence the present appeal before this court.

Relevant Facts

[3] The appellant, the 2nd and 3rd respondents, were at all material times, directors and shareholders of the 1st respondent company, Advance Colour Laboratory Sdn. Bhd. The appellant and the 3rd respondent held 100,001 shares each whilst the 2nd respondent held 100,002 shares.

[4] Besides being a director, the appellant was also appointed a sales representative of the 1st respondent. In that capacity, the appellant was given perks such as salary of RM3,000 month and allowance of RM1,000 month, a Toyota Camry car and pet