JUDGMENT

Zainun Ali JCA:

(1) I have read the judgment of my learned brother Ramly Ali JCA. Since His Lordship had set out the facts of this appeal comprehensively, I am spared from having to do so, save to briefly state the salient points below.

(2) The joint liquidators are the liquidators of the 1st appellant (Folin Brothers).

(3) Folin Brothers is the majority shareholder holding 1,000,002 shares in the 1st respondent (Folin Food). The Minority Shareholders all hold one share each in Folin Food. Thus the balance two shares in Folin Food are held by Wong Boon Sun who is a bankrupt and the estate of Wong Foh Ling.

(4) A dispute arose between the joint liquidators and the Minority Shareholders, resulting in the Minority Shareholders filing a 181 Petition against the joint liquidators.

(5) The Minority Shareholders offered to purchase the shares held by Folin Brothers in Folin Food for the sum of RM7,136,680. Though the joint liquidators declined the offer, they agreed however, to appoint an independent valuer to ascertain the fair value of the shares of Folin Food to which the Minority Shareholders agreed. They also agreed that the said independent valuer was to be paid from