JUDGMENT

Sahendran Suhendran JC:

[1] These Grounds concern an appeal against the appointment of an independent assessor ("Independent Assessor") under s 369B of the Companies Act 2016 ("CA 2016"). All references to sections are with reference to sections in CA 2016.

[2] The contents of these Grounds are as out in the table below:

Introduction

[3] On the application of the Applicants, I granted orders convening meetings ("the Scheme Meetings") of their scheme creditors ("the Scheme Creditors") to approve schemes of arrangement proposed by the Applicants with their Scheme Creditors; I also granted ad-interim restraining orders, see KNM Group Berhad & Anor v. Hitachi Zosen Corporation & Ors at paras 170 and 234.

[4] Once convening orders under s 366(1) are granted, a Proof of Debt ("POD") exercise must be undertaken to determine the value of the Scheme Creditors' debts for voting at the Scheme Meetings.

[5] By s 369B(5), the PODs filed by Scheme Creditors are to be adjudicated by the chairman of the respective Scheme Meeting. Any dispute between the chairperson and a creditor on the rejection or admission of a POD may be adjudicated by an Independent Assessor appointed under s 369B(9), which provides:

"(9) Any dispute between the chairperson and the company, between the chairperson and one or more creditors in relation to the rejection of a proof of debt, or between two or more creditors in relation to the inspection or admission of a proof of debt, may be adjudicated by an Independent Assessor appointed:

(a) by the agreement of all parties to the dispute; or

(b) if there is no such agreement, by the Court on the application of:

(i) any party to the dispute; or

(ii) the company, whether or not a party to the dispute."

[6] A dispute on the Independent Assessor's decision on the POD is governed by ss 369B(11) to (13), which are considered in brief below.

Background Facts

[7] The contractual relationship between the 2nd Applicant ("KNM Process") and Konecranes arose from a contract on the terms of a Purchase Order dated 21 April 2016 ("the Purchase Order"), whereby Konecranes was engaged to supply, build and/or manufacture: (1) waste crane systems and two cranes, for RM4,800,000.00. Disputes arose between the parties.

[8] Konecranes alleges that the cranes had since been ready for delivery. And on 9 April 2019, it issued an Invoice to KNM Process or RM480,000.00 for the 3rd Payment pursuant to cl 6.2.3 of the Purchase Order.

[9] It is alleged that KNM Process breached the Purchase Order whereupon Konecranes, by its solicitors, issued a termination notice dated 12 May 2020. KNM Process denied liability. Konecranes then demanded RM3,702,963.00 being alleged unpaid sums under the Purchase Order together with losses and damages. KNM Process did not respond.

[10] Pursuant to cl 22 of the Purchase Order, Konecranes commenced arbitration proceedings by a Notice of Arbitration dated 15 November 2021. However, the Arbitration was stayed after KNM Process obtained successive restraining orders under s 368(1) in conjunction with schemes of arrangement proposed by the Applicants under s 366(1) (collectively, "the Schemes"). These restraining orders were obtained under 3 successive originating summonses ("OS1, OS2 and OS3" respectively) and restrained further progress of the Arbitration.

[11] Pursuant to OS1 and OS3, POD exercises under s 369B were carried out.

[12] The first POD exercise was conducted under OS1, with Mr Ho Soo Woon appointed as chairperson. Without prejudice to its position in Arbitration, Konecranes submitted its POD for RM3,802,279.50 together with supporting documents.

[13] However, only RM518,839.00 was recognised.

[14] A second POD exercise was conducted under OS3. On 7 May 2025, Konecranes submitted a POD (again on a without prejudice basis) for RM4,593,053.96 together with supporting documents ("the Konecranes POD").

[15] The chairperson only admitted RM549,750.27, rejecting the balance of RM4,043,303.69.

[16] On 18 July 2025, Konecranes' sol