The issue in this case is whether the applicant is allowed to intervene in Civil Suit No. 22-61-1998 between Kenco Sdn. Bhd. (the plaintiff) and Zaifa Otomobil Sdn. Bhd. (the defendant). The applicant, City Motors Sdn. Bhd. has on 5.3.2002 filed an application (Enclosure 34) seeking for the following reliefs:-

(a) Pemohon/Pencelah di benarkan mencelah sebagai plaintif kedua

dalam kes ini dan plaintif asal di jadikan plaintif pertama;

(b) Writ saman dan penyata tuntutan dipinda sepertimana dalam

garis merah untuk memasukkan tuntutan

pemohon/pencelah/plaintif kedua terhadap defendan yang satu

salinan pindaan writ saman dan penyataan tuntutan itu di

lampirkan di sini;

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(c) Kos permohonan ini adalah kos dalam kausa;

(d) Lain-lain relif yang Mahkamah yang mulia ini fikir adalah

sesuai.

In the affidavit in support of the application, the applicant through the affidavit of one Dato' Dr. Foo Wan Kien @ Foo Wan Shong, the director of the applicant avers that, it was the applicant who provided the funds to the tune of RM 1,355,000.00 to the defendant. According to the applicant, the plaintiff is a subsidiary wholly owned by them and this payment was made for the operation of the defendant company. In Civil Suit No. 22-61-98, the plaintiff has sued the defendant for specific performance of a contract entered into between them on 18.1.92 and alternatively the plaintiff is also seeking for damages for the breach of the agreement by the defendant and has also sought for various injunctive reliefs against the defendant. For a better appreciation of the facts of this case, I find is necessary to reproduce the whole claim and/or reliefs sought by the plaintiff against the defendant which goes as follows :.

i) Specific Performance of the Joint Venture Agreement entered into between the Plaintiff and the Defendant on or about the 18th January, 1992;

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ii) Specific Performance of the Defendant Board of Directors' Circular Resolution authorizing 185,000 shares held by Puan Anita bte Abdul Rafar under the Defendant Share Certificate No. 005 to be transferred forthwith and the relevant new share certificate be issued to the Plaintiff and Foo Wan Kien Holding Sdn. Bhd. apportioned in the amounts of 100,000 and 85,000 Ordinary shares respectively;

iii) Specific Performance of the Defendant's Board of Directors' Circular Resolution authorizing 15,000 Ordinary Shares held by Encik Megat Khas Hussaini bin Hj. Abdul Rahman under Defendant Certificate No. 004 be transferred forthwith and that the relevant new share certificate be issued to Foo Wan Kien Holdings Sdn. Bhd.;

iv) In the alternative, damages in addition to and/or in heir of Specific Performance in respect of prayers i), ii) and iii) herein;

v) Damages for breach of contract;

vi) An Injunction restraining the Defendant, whether by itself, its servants and/or agents, howsoever from parting, disposing and/or dealing with in whatsoever manner with

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any or all the shares in the Defendant save and except as hereinbefore prayed for in paragraphs ii) and iii);

vii) An Injunction restraining the Defendant whether by itself or through its subsidiary from entering into, and if already so entered to cease with immediate effect any dealership agreement entered into subsequent to January, 1992;

viii) An Injunction restraining the Defendant whether by itself its servants and/or agents or otherwise howsoever from permitting, allowing, letting, sub-letting, using and/or in any manner utilizing the Toyota Showroom situate at premises located at 118C, Jalan Kampar, 30250 Ipoh, Perak, whose rental payments the Plaintiffs have been solely responsible for under the said joint venture agreement;

ix) Costs;

x) Such further and/or other relief which this Honourable Court deems just and proper so to grant.

The dispute between the plaintiff and the defendant arose out of the alleged breach by the defendant of the joint venture agreement dated 18.1.92 relating to the management and financing of a motor vehic