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2025 MarsdenLR 1981
HIGH COURT MALAYA KUALA LUMPUR
TAN HOCK ONG – Appellant
Versus
TAN LOONG & SONS CONSTRUCTION SDN BHD – Respondent
[Originating Summons No: WA-24NCvC-978-03/2024]
An executor's authority to manage estate assets is suspended upon surrendering the Grant of Probate pending resolution of a Will's validity challenge; a necessity for appointing an Administrator Pendente Lite is established to preserve the estate.
Headnote:(A) Probate and Administration - Grant of Probate - Validity of Will - Order to compel transfer of shares - Authority of executor suspended upon surrender of Grant of Probate pending challenge to Will - The court ruled that an executor cannot exercise powers post-surrender and must preserve estate assets during disputes (Paras 17-19).
(B) Administrator Pendente Lite - Need for appointment due to active litigation challenging executors' authority and estate asset preservation deemed crucial (Paras 22-28).
Facts of the case:
The Plaintiff, as Executor, sought enforcement of a will for share transfer. The Defendant contested the will's validity and the Plaintiff's authority post-surrender of the Grant of Probate, leading to the need for an Administrator Pendente Lite.
Findings of Court:
The executor's authority is suspended upon surrendering the Grant of Probate; thus, the transfer of shares cannot proceed until the Will's validity is resolved.
Issues: Whether the executor retains authority to manage estate upon Grant of Probate surrender and necessity of appointing an Administrator Pendente Lite.
Ratio Decidendi: The court confirmed that surrendering the Grant of Probate suspends the executor’s powers to prevent misuse and preserve estate integrity while validity of the Will is being determined.
Result: Application to compel share transfer denied, cost of RM10,000 awarded.
| Table of Content |
|---|
| 1. establishment of executor's appointment and estate assets. (Para 1 , 3 , 4 , 5 , 6) |
| 2. details on the transfer process and objections. (Para 7 , 8 , 9 , 10) |
| 3. distinct positions of parties regarding will's validity. (Para 11 , 12 , 15 , 16) |
| 4. suspension of executor powers post grant of probate surrender. (Para 17 , 18 , 19) |
| 5. necessity and role of appointing an administrator pendente lite. (Para 20 , 23 , 27) |
| 6. court's decision on share transfer requests and rationale. (Para 28 , 29) |
[1] This is an Originating Summons (OS) filed by the Plaintiff who was appointed as the Executor of the Estate of Wong Bee (deceased) pursuant to a Grant of Probate dated 28 November 2022 issued by the Kuala Lumpur High Court in Originating Summons No WA-32NCvC-3059-10/2022. The Plaintiff seeks orders to compel the Defendant to affect the transmission and transfer of 228,750 shares that belonged to the deceased, in accordance with cl 3(a) of the deceased's Last Will and Testament dated 31 May 2010.
[2] The Defendant opposes this application primarily on the ground that the validity of the Will is being challenged in a separate proceeding, and the Plaintiff has since surrendered the sealed Grant of Probate to the Court pursuant to a Citation. This raises important questions about the authority of an executor to deal with estate assets when the underlying Grant of Probate has been surrendered to Court, and whether estate assets should be preserved pending resolution of challenges to the Will's validity.
The Key Facts
[3] The Plaintiff was appointed as Executor of his mother's - the deceased's estate through the Grant of Probate based on the deceased's Will. Under the Will, the deceased bequeathed her 228,750 shares in the Defendant to be divided equally between two beneficiaries - the Plaintiff and his older brother, Tan Hock Heng. They each are to receive 114,375 shares in the Defendant.
[4] The Defendant is a private limited company incorporated in Malaysia by the deceased's late husband/Plaintiff's late father on 29 March 1979. The directors are the Plaintiff's two other older brothers (Tan Hock Huat and Tan Hock Hoy), the Plaintiffs niece and nephew both of whom are Tan Hock Huat's children.
[5] When the deceased passed away on 2 June 2022, she held, amongst others, 228,750 shares in the Defendant. Clause 3(a) of her Will reads:
"I give, devise, bequeath all my shares, rights and interests that I possess in
(a) Tan Loong & Sons Construction Sdn Bhd [Company No: 46366-X];
(b) Tan Loong & Sons Realty and Development Sdn Bhd [Company No:52314-X];
(c) Eng Mee Import & Export (M) Sdn Bhd [Company No: 46507-P] to my children namely;
(d) Tan Hock Heng (NRIC No: 681009-10-6407);
(e) Tan Hock Ong (NRIC No: 720207-10-5041/A2045840);
All of No 837 Jalan Tengah, Taman Kepong, 52100 Kuala Lumpur, W. Persekutuan (KL) in equal shares."
[6] The Grant of Probate was granted on 28 November 2022 to the Plaintiff. It was subsequently issued on 20 January 2023.
[7] On 2 June 2023 upon the Plaintiffs instructions, the deceased's Estate forwarded a copy of the Grant of Probate to the Defendant's company secretary for them to prepare the necessary documents and advise of the transfer of shares in the Defendant to Tan Hock Heng and the Plaintiff. Preparations were carried out from 9 June 2023 to 7 August 2023 and eventually all documents were finalised and in proper order to transfer the Defendant's shares to the beneficiaries.
[8] On 16 August 2023 the company secretary forwarded the duly executed transfer forms dated 8 August 2023 to the Plaintiff and/or Tan Hock Heng together with the respective Notis Taksiran Pindah Milik Saham (Duti Tetap) dated 15 August 2023. The company secretary informed the Plaintiff that they were awaiting the signed copy of the Defendant's company resolution together with the deceased's share certificate to be returned to them for cancellation.
[9] Then on 6 September 2023 when the Defendant's board of directors vide its
