[4] As for the 2nd defendant initially there were various points raised. But some were abandoned. Hence I would only deal with the remaining points in this judgment.

[5] And since there are also common points raised by both the 1st and 2nd defendants I will deal with those first and consider the other points separately if necessary.

The Background Facts

[6] The plaintiffs were once the directors and shareholders in the 1st defendant. The 1st defendant is a company incorporated in Malaysia and operated a sawmill until July 1998. The 2nd defendant is a company incorporated in Malaysia as well and a shareholder in the 1st defendant.

[7] Briefly, the 1st defendant was formerly known as Veramex Sdn. Bhd. It was then under the control of the plaintiffs and their two other brothers. In March 1996 the 2nd defendant joined in. As