COMPANIES ACT – OPPRESSION – DRAWING THE LINE: FEDERAL COURT DEFINES OPPRESSION VS. CORPORATE HARMS
In a decisive ruling, the Federal Court clarified the boundaries between personal shareholder oppression and corporate harm, overturning the Court of Appeal’s findings. The Court held that claims tied to the wrongful transfer of trademarks belonged to the company, not the individual shareholder, reaffirming that corporate harm must be addressed through a derivative action rather than an oppression claim.
COMPANIES LAW – WHEN DIRECTORS BETRAY: COURT CONDEMNS BREACH OF TRUST AND CORPORATE MISCONDUCT
In a stark reminder of the consequences of corporate betrayal, the court found that the directors had systematically dismantled their own company to benefit a competing entity they controlled. By breaching their fiduciary duties, conspiring to harm the business, and unjustly enriching themselves, the defendants were held accountable through significant compensatory and exemplary damages, reaffirming the critical importance of trust and integrity in corporate governance.
WINDING-UP – OFFICIAL RECEIVER AND LIQUIDATOR (“ORL”)
In cases of compulsory winding up, the court would appoint a liquidator under s.478 of the Companies Act 2016 (“CA 2016”) to expeditiously recover and realise the assets of the wound-up company for the distribution of dividends to creditors and administer any outstanding matters involving………..
COMPLIANCE AND CONSEQUENCES UNDER SECTION 348 OF THE COMPANIES ACT 2016
This legal update addresses the critical importance of complying with procedural requirements under Section 348 of the Companies Act 2016 in statutory derivative actions. It highlights the consequences of failing to provide mandatory notice and the necessity of naming alleged wrongdoer directors in the leave application, which could result in the Leave Order being set aside.
BREACH OF CONTRACT, EQUITY AND FIDUCIARY DUTY – DISCLOSURE OF CONFIDENTIAL INFORMATION
Often business owners find themselves vulnerable when dealing with employees who had turned rogue and took confidential information from the company. What are the legal protection against these employees?
Striking Off Company in Malaysia 2023 | Guide
There are two types of dissolution of a Company under Companies Act 2016, namely striking off and winding up. The process for striking off is fairly straightforward and cost effective where a company is highly advisable to go for this alternative if it is able to meet the requirement of striking off. On the other hand, the winding up process is lengthy and carries a relatively higher cost compared to striking off application. The company only goes to this alternative if it cannot meet the requirement to strike off.
COMPANIES LAW- FRAUD AND LIFTING OF CORPORATE VEIL
Can I sue directors of the company for cheating? Can the directors claim that you are to sue the company and not them by relying on the principle of separate legal personality?
COMPANY LAW – DIRECTOR – TRANSFER OR DIVERSION OF FUNDS TO THIRD PARTY – WINDING UP
Can a director of a company make payments to himself or divert funds to third party after a winding up petition is presented and served?
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