Subsequent transferees need not be affected by void transfers if adequate consideration was given and good faith was shown.

[1] The appellants in the present appeal were, at the material time, shareholders in the 6th respondent company (Tampin Theme Park). The 1st, 2nd and 4th appellants were the directors there. The appellants were the plaintiffs in the action at the High Court. In this judgment, the parties will be referred to as they was in at the High Court.

[2] In their statement of claim before the High Court, the plaintiffs sought for declaratory orders that the transactions for the transfer of shares in Tampin Theme Park by the plaintiffs in favour of the 1st, 2nd, 3rd and 4th defendants were null and void; and the appointment of the 1st respondent (Ming Chai) as director of the company was void, on the ground that the shares were transferred by fraud and undue influence perpetrated by Ming Chai with the assistance of the 5th respondent (the new company secretary appointed by Ming Chai).

[3] The High Court dismissed the plaintiffs' claim with costs. The Court of Appeal affirmed the decision of the High Court and dismissed their appeal. The plaintiffs then filed a notice of appeal to this Court. The appeal was against the whole of the decision of the Court of Appeal.

[4] On 10 October 2017, this Court granted leave to appeal on the following questions:

(i) where the Court holds that a transfer of movable property by a transferor to a transferee is void by reason of insolvency of the transferor, then is a transfer by the said transferee to a subsequent transferee also void for want of title? (Question 1);

(ii) whether s 41 of the Specific Relief Act 1950 is a complete code governing an action for a declaration having regard to the decision of the Indian Supreme Court in Supreme-General Films Exchange Ltd v. His Highness Maharaja Sir Brijnath Singhji Deo & Ors AIR [1975] SC 1810 and that of the Federal Court of Malaysia in Tan Sri Haji Othman Saat v. Mohamed Bin Ismail , 1982 MarsdenLR 264 . (Question 2);

(iii) where there are several defendants to an action all of whom save one make a submission of no case to answer, are the defendants who made a submission of no case to answer entitled to call evidence having regard to the decision in Alexander v. Rayson [1936] 1 KB 169 and Simirah v. Chua Hock Lee & Anor, 1963 MarsdenLR 316 and to the provisions of O 35 r 4(5) of the Rules of 2012. (Question 3).

[5] The grounds posed by the plaintiffs to support the appeal are as follows:

(i) the High Court misdirected in law in dismissing the plaintiffs' claim against the defendants with costs;

(ii) the High Court misdirected itself in holding that the 1st to 4th plaintiffs had no standing to recover the shares that had been transferred to the 1st to 5th defendants on the ground that the 1st to 4th plaintiffs had earlier acquired their titles from an insolvent vendor;

(iii) the High Court having found that the 1st to 4th plaintiffs had no title to the shares, should have gone on to hold that the 1st to 5th defendants acquired no title from them;

(iv) the High Court erred in applying s 41 of the Specific Relief Act 1950 without considering the principles that govern the remedy of declaration;

(v) the High Court ought to have held that a plaintiff seeking a declaration under O 15 r 16 of the Rules of 2012 did not have to show that he had a present cause of action;

(vi) the High Court failed to follow and apply the decisions in Alexander v. Rayson [1936] 1 KB 169 and Simirah v. Chua Hock Lee & Anor, 1963 MarsdenLR 316 , when permitting a defe