This is an application made by the plaintiff for an order that the defendant produce and open for inspection to the plaintiff and/or the plaintiff's agent one Mr. Loh Yoon Thong, an approved company auditor, its accounts and accounting records for the financial year ended 31st December 1999, 2000 and 2001 and up to the month preceding the date of the order prayed for together with all the relevant documents in support of the aforesaid records. The plaintiff also prayed that the said Mr. Loh Yoon Thong be at liberty to take copies of the accounts and accounting records and that the defendant, its agents and/or servants render the necessary co-operation in the course of such inspection. The said application is made in pursuance of Section 167 of the Companies Act 1965.

The plaintiff is a director of the defendant and also the Chairman. During his absence from the company as a result of an accident, he alleged that certain events has taken place in the company without his knowledge including the removal of the company's secretary, the appointment of a new joint company secretary, the changing of the company's registered address and various other dealings which he was not made aware of. It is the plaintiff's further contention that he was described as a figure head pertaining to the reorganization of the company. In his affidavit in support of the application, the plaintiff further avers that he has made repeated requests for information relating to the matters concerning the company and he expresses fears that several transgressions has been committed by the defendant and that the management of the company has not been done in the best interest of the company and its members and shareholders as a whole. Requests for details of transactions between the Defendant and one Complete Profile Management Services Sdn Bhd and transactions including an application for a loan with certain banks in particular has also fallen on deaf ears and as described in paragraph 14 of the plaintiff's affidavit in Enclosure 3, the plaintiff was also denied the various documents and accounting records of the defendant for the years ended 31.12.1999, 2000 and 2002. The plaintiff has also named one Mr. Loh Yoon Thong an accountant, who also happens to be his brother to assist him in inspecting the documents sought for and has also exhibited to this court a letter of undertaking under Section 167 (6) of the Companies Act 1965 not to disclose any information acquired during the inspection, except to the plaintiff. The said Mr. Loh Yoon Thong has also filed an affidavit vide Enclosure 6 wherein he refuted the several allegations made against him as to his professional conduct and character as an accountant.

The defendant in opposing this application has filed affidavits in reply vide Enclosures 4, 7 and 9. While it is admitted that the plaintiff is still a director of the defendant, it is the contention of the defendant that the plaintiff was never denied the right of inspection and it was the plaintiff who refused and/or fail to give an undertaking as requested by the defendant. The defendant had in fact fixed a date 26.8.02 to enable the plaintiff to inspect but the plaintiff failed and has chosen to file this action on 19.8.02. The defendant further allege that the plaintiff repeatedly used the information supplied to him to the detriment of the company and has jeopardized the position of the defendant. In support of this contention the defendant has exhibited exhibit 'YCT 2' in Enclosure 4 pertaining to the conduct of the plaintiff on his involvement with the running of the defendant's affairs which according to the Managing Director of the defendant, has jeopardized the company's credibility and demoralized the staff morale. All those actions are calculated in the defendant's view, as detrimental to the company's interest. In so far as the appointment of Loh Yoon Thong as an agent of the plaintiff to assist him in inspecting the documents, th