Siti Norma Yaakob FCJ:

Leave was granted to the appellant to refer six questions of law to us and these questions as framed read as follows:

1. Upon the court ordering a company incorporated pursuant to the provisions of the Companies Act 1965 (Act 125) to be wound-up and appointing a liquidator:

1.1. to what extent and within what parameters could a Receiver and Manager appointed under a power contained in an instrument, exercise powers over the assets of the wound-up company?

1.2. whether a Receiver and Manager appointed pursuant to a power contained in an instrument, by reason of either s. 233 and/or s. 277 of the Companies Act 1965, read together with sections 300 and 305 of the same Act and r. 66 of the Companies (Winding-Up) Rules continues to exercise custody and control over the properties of the company that had been wound-up and which properties "appears" to or is "prima facie" entitled to such a company, even after the court appointed liquidator had demanded its return?

1.3. whether, after a winding-up order is made by the court, are the rights and powers of a Receiver and Manager appointed under a power contained in an instrument, with regard to the documents,