TAMABINA SDN BHD & ANOR vs NAKAMICHI CORPORATION BERHAD

Judicial Analysis Court Copy Headnote Facts Arguments Court observation

2016 MarsdenLR 1703

COURT OF APPEAL PUTRAJAYA
TAMABINA SDN BHD & ANOR – Appellant
Versus
NAKAMICHI CORPORATION BERHAD – Respondent

Petitioner Advocates:Gideon Tan,Brian Ernest Cumming,N Sivaraj ,Respondent Advocate: Chew Chang Min,Justin Wee,Jaslyn Saw,Furley Lim

Table of Content
1. statutory provision for court-ordered meetings. (Para 1 , 4 , 5)
2. core issues of shareholder attendance and quorum. (Para 8 , 9 , 10)
3. determining impracticality criteria for meetings. (Para 22 , 23)
4. court's ruling underscoring proper egm conduct. (Para 28)

Abdul Aziz Abdul Rahim JCA:

[1] This the appellant's appeal against the order of the High Court at Shah Alam dated 8 November 2013 allowing the application by the respondent under s 150 of the Companies Act 1965 .

[2] We heard this appeal together with two other appeals, ie Appeal No: B-02(IM)-1035-06-2014 and Appeal No: B-02(IM)349-02-2014 on 22 July 2015. They are related appeals. After hearing the counsel for both the appellants and the respondent, we allowed this appeal and Appeal No: 1035 with costs of RM30,000.00. We also ordered the deposits in both appeals to be refunded. As for Appeal No: 349, this was ordered to be struck off with no order as to cost on it being withdrawn by the appellant.

[3] The following are our reasons for allowing this appeal. We will begin by stating the provision under s 150 of the Companies Act 1965 , which reads as follows:

" Section 150 . Power of Court to order meetin

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2016 MarsdenLR 1703

COURT OF APPEAL PUTRAJAYATAMABINA SDN BHD & ANOR – AppellantVersusNAKAMICHI CORPORATION BERHAD – Respondent

COURT OF APPEAL PUTRAJAYA
TAMABINA SDN BHD & ANOR – Appellant
Versus
NAKAMICHI CORPORATION BERHAD – Respondent