A company cannot hold moral rights under s 25(2) of the Copyright Act as these rights are exclusive to natural persons.

A. Introduction

[1] This case discussed the novel question of whether a company has "moral rights" in a work under s 25(2) of the Copyright Act 1987 ( CA ).

[2] Universiti Teknologi Malaysia (UTM) had appointed Ahmad Zaki Sdn Bhd (Main Contractor) as the main contractor for the construction of UTMs student accommodation in Kuala Lumpur (Project).

[3] The plaintiff company (the plaintiff) was appointed by the Main Contractor as the Mechanical and Electrical Engineering Consultant (Consultant) for the Project. As Consultant, the plaintiff had produced certain Mechanical and Electrical Engineering drawings (Drawings). In the "Title Block" of the Drawings (Title Block), it was stated, amongst others, that the plaintiff was the Mechanical and Electrical Engineer (M & E Engineer) for the Project.

[4] The plaintiffs appointment as Consultant was subsequently terminated by the Main Contractor and the defendant company (the defendant) was appointed by the Main Contractor as the Consultant.

B. Issues

[5] The following questions, amongst others, arise in this case:

(1) who is the owner of copyright in the Drawings? This issue concerns:

(a) whether the Main Contractor owns copyright in the Drawings under s 26(2)(a) CA because the Main Contractor had commissioned the plaintiff to prepare the Drawings; and

(b) whether the statement in the Title Block that the plaintiff was the M & E Engineer, constituted evidence that the plaintiff was the author of the Drawings and was thereby the owner of the copyright in the Drawings pursuant to s 26(1) CA ;

(2) if the plaintiff has no copyright in the Drawings, does the plaintiff have moral rights in the Drawings under s 25(2)(a), (b)(i) and (ii) CA on the ground that the plaintiff is the author of the Drawings? This will entail a discussion on whether s 25 can confer moral rights on an author of a work which is a company; and

(3) did the defendant commit fraud on the plaintiff by, amongst others, replacing the plaintiffs name as M & E Engineer in the Title Block with the defendants name and by subsequently using the Drawings for the Project without the plaintiffs knowledge and consent? In deciding whether the defendant had defrauded the plaintiff in this case, can the court consider the fact that Encik Muhammad bin Uda (Encik Muhammad), the defendants Director and mechanical engineer, had been found guilty of a disciplinary offence in respect of the Project by the Disciplinary Committee (DC) [constituted under s 14A(1) of the Registration of Engineers Act 1967 (REA)]?

C. Background

[6] The Main Contractors "Letter of Intent" dated 27 September 2013 to the plaintiff stated, amongst others, as follows:

(1) the Main Contractor expressed its intention to appoint the plaintiff as Consultant; and

(2) the Main Contractor and plaintiff would negotiate on the terms to be included in the agreement between the Main Contractor and plaintiff.

The plaintiff agreed to the Main Contractors Letter of Intent by signing on the Letter of Intent.

[7] As the consultant, the plaintiff had carried out Mechanical and Electrical Engineering works for the Project. For this purpose, the plaintiffs representatives were required to meet UTMs employees (Meetings).

[8] The plaintiffs Director and Mechanical Engineer, Encik Sjaiful Anwar bin Sjamsuddin (Encik Sjaiful), could not attend the Meetings. As the Main Contractor wanted the Consultants engineers to attend the Meetings, the Main Contractor introduced Encik Muhammad to the plaintiff and recommended for Encik Muhammad to assist the plaintiff in the Project.

[9] The plaintiff appointed Encik Muhammad to assist the plaintiff in the Project as the plaintiffs "Associate Director". Encik Muhammad had assisted the plaintiff in the Project by:

(1) assisting plaintiffs team of engineers to prepare the Drawings; and

(2) a