1. ) Teo Choon See v 1. ) Global Activate Sdn Bhd (WA-28NCC-1213-12/2024)

High Court of Malaysia4 Jul 2025

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WA-28NCC-1213-12/2024 Kand. 10/09/2025 11:09:18 IN THE HIGH COURT OF MALAYA AT KUALA LUMPUR IN THE FEDERAL TERRITORY OF KUALA LUMPUR, MALAYSIA (COMMERCIAL DIVISION) COMPANIES (WINDING UP) PETITION NO. WA-28NCC-1213- 12/2024 In the matter of Section 465(1)(e), Section 465(1)(h), Section 465(1)(k) and Section 466 of the Companies Act 2016. And In the matter of Section 22C of the Housing Development (Control and Licensing) Act 1966. And In the matter of Rule 10, 11 and Schedule H of the Housing Development (Control and Licensing) Regulations 2015. And In the matter of Section 4, 34(2) and 69 of the Strata Titles Act 1985. 1 And In the matter of Section 7(1) of the Whistleblower Protection Act 2010. BETWEEN 1. |TEO CHOON SEE (NRIC No.: 860604-43-6658) 2. THI XIU WEN (NRIC No.: 890812-01-6284) ...PETITIONERS AND 1. GLOBAL ACTIVATE SDN BHD (Registration No.: 201201033210 / 1017698-T) 2. | PENINSULA EDUCATION (SETIA ALAM) SDN BHD (Registration No.: 200401024464 / 662971-H) ..-RESPONDENTS GROUNDS OF JUDGMENT INTRODUCTION 1. As Shakespeare observed in Macbeth, “Things bad begun make strong themselves by ill.” When parties disregard lawful orders, the consequences tend to spiral beyond their control. So too in this case, where the Petitioners, having been restrained by a Fortuna Injunction, nevertheless pressed ahead with a winding-up petition against the Respondents. The Court is now tasked with determining whether this course of action is sustainable in law, or whether it represents a misuse of the winding-up jurisdiction. Background facts 2. The Petitioners, Teo Choon See and Thi Xiu Wen, are purchasers of residential strata units under the Edusentral Project developed by the Global Activate Sdn Bhd (“First Respondent”) on the land owned by Peninsula Education (Setia Alam) Sdn Bhd (“Second Respondent”). On 7 June 2024, the Petitioners and 20 other purchasers issued a Statutory Demand to the Respondents, seeking payment for liquidated damages and a refund for accessory parcels, alleging that the Respondents had failed to deliver vacant possession of the properties and had illegally dealt with the accessory parcels. 3. The Respondents challenged the Statutory Demand and commenced proceedings in the Shah Alam High Court through Originating Summons No. BA-24NCC-73-06/2024 (“OS 73”), seeking to restrain the Petitioners from presenting a winding-up petition based on that demand. Although the purchasers were legally represented in OS 73, they did not oppose the Respondents’ application. As a result, on 22 November 2024, my learned sister, Elaine Yap Chin Gaik JC, granted an 3 injunction restraining the Petitioners and twenty other purchasers from presenting a winding-up petition. 4. Despite this clear order, the Petitioners proceeded to file the present winding-up petition on 19 December 2024 (Enclosure 1). In response, the Respondents filed an application to strike out the winding-up petition (Enclosure 6). Connected to these applications were the Respondents’ application for a stay pending the outcome of the said striking out application (Enclosure 5), as well as the Petitioners’ applications to set aside the Fortuna Injunction in OS 73 (Enclosure 18) and for a stay of proceedings pending the disposal of that application (Enclosure 19). 5. Having carefully considered the parties’ submissions and the applicable legal principles, | delivered my decision on 4 July 2025 as follows: (a) The Petitioners’ application in Enclosure 18 to impeach the Injunction Order in OS 73 was dismissed with costs of RM5,000.00; (b) The Respondents’ application in Enclosure 6 to strike out the winding-up petition in Enclosure 1 was allowed with costs of RM10,000.00; and (c) The applications in Enclosures 5 and 19 to stay the winding-up proceedings were dismissed as academic, with no order as to costs. 6. | These grounds are now prepared pursuant to the Petitioners’ notices of appeal dated 4 July 2025 in respect of my decisions in Enclosures 18 and 6. ISSUES 7. — The questions for determination before this Court are: (i) | whether the Petitioners are entitled, in law, to impeach the Fortuna Injunction obtained by the Respondents in OS 73 (“Enclosure 18”); and (ii) whether the winding-up petition presented by the Petitioners ought, in the circumstances, to be struck out (“Enclosure 6’). COUNSELS’ CONTENTIONS (i) Enclosure 18 8. Learned counsel for the Petitioners, Bestian Ng Jau Meng contended that the Fortuna Injunction of 22 November 2024 granted in OS 73 was liable to be impeached. It was submitted that the application for the injunction had been supported by an affidavit affirmed by an employee of HCK Group Berhad, a company which had no direct connection with the Respondents, thereby raising serious doubts as to locus standi. 9. Counsel for the Petitioners argued that the Petitioners and other affected purchasers had never been properly served with the originating summons or affidavit in support in OS 73. According to Counsel, the Respondents’ solicitors had misrepresented to the Shah Alam High Court that Messrs M Raman & Associates were acting for the 22 purchasers, resulting in the Injunction Order being obtained without their knowledge or participation. 10. Learned counsel for the Petitioners also contended that the Fortuna Injunction unlawfully restrained the Petitioners from exercising their statutory rights under section 22C of the Housing Development (Control and Licensing) Act 1966, and contravened section 7(1) of the Whistleblower Protection Act 2010 by penalising them for making disclosures against the Respondents. It was further alleged that the Respondents had failed to disclose material facts concerning charges on the master title and the resale of accessory parcels, and had not furnished any undertaking as to damages when the injunction was obtained. On these grounds, counsel for the Petitioners urged the Court to impeach the Injunction Order and allow the winding-up petition to proceed. 11. In reply, learned counsel for the Respondents, Mohamed Amir Shahmi bin Mohamed Nazir submitted that Enclosure 18 was procedurally defective and wholly unsustainable. Counsel stressed that the application had not been made under the proper provision of Order 42 rule 13 of the Rules of Court 2012 (“the Rules”), and in any event was filed more than 100 days after service of the Fortuna Injunction, well beyond the prescribed 30-day limit. No extension of time was sought. 12. More fundamentally, it was submitted that a High Court of concurrent jurisdiction has no power to set aside a final order of another High Court, save in cases of fraud which must be pursued through a fresh action. Reliance was placed on the cases of Hock Hua Bank Bhd v Sahari Bin Murid [1981] 1 MLJ 143 (FC) and Badiaddin Bin Mohd Mahidin & Anor v Arab Malaysian Finance Bhd [1998] 1 MLJ 393 (FC). 13. Learned counsel for the Respondents further pointed out that the Petitioners were represented in OS 73 by Messrs M Raman & Associates, who filed preliminary objections vide letter dated 26 June 2024 (Pages 110 to 120 of Enclosure 8) and confirmed service at case management. Their failure to file affidavits, oppose the application, or appeal the order cannot now be cured by a belated attempt to impeach it in separate proceedings. Accordingly, it was urged that Enclosure 18 be dismissed. (ii) Enclosure 6 14. Turning to Enclosure 6, learned counsel for the Respondents submitted that the winding-up petition was fatally flawed and ought to be struck out. Counsel for the Respondent argues that the petition was presented on 19 December 2024 in direct breach of the Fortuna Injunction of 22 November 2024 (pages 142 to 146 of Enclosure 8), which expressly restrained the Petitioners and other purchasers from presenting a winding-up petition based on the statutory demand dated 7 June 2024. Counsel argued that parties are bound to obey court orders until they are set aside, citing Ann Joo Steel Berhad v Pengarah Tanah dan Galian Negeri Pulau Pinang & Anor and another appeal [2019] 9 CLJ 153 (FC). Counsel argues that the Petitioners’ conduct amounted to a flagrant abuse of process. 15. Learned counsel for the Respondents further contended that the alleged debts, being claims for liquidated ascertained damages (LAD) and refunds of accessory parcels, were bona fide disputed on substantial grounds. Such disputed claims, which require detailed examination of facts and law, are unsuitable for determination in winding-up proceedings and must instead be pursued by way of a civil action. Reliance was placed on Datuk Mohd Sari Bin Datuk Hj Nuar v Idris Hydraulic (M) Bhd [1997] 5 MLJ 377 (HC). It was also highlighted that the Petition sought multiple declaratory and equitable remedies, which fall outside the winding-up jurisdiction. In substance, counsel for the Respondents 8 submitted, the Petition was brought for a collateral purpose, namely to exert pressure on the Respondents by threatening their solvency and business operations, and thus constituted a classic abuse of process. 16. Learned counsel for the Petitioners responded that the Petitioners’ claims were legitimate and enforceable, and that the injunction relied upon by the Respondents was tainted by fraud and illegality. Counsel for the Petitioners maintained that the injunction should not shield the Respondents from accountability or preclude the winding-up petition from being heard on its merits. FINDINGS AND DECISION (i) Enclosure 18 17. Having considered the parties’ submissions, | am unable to accept the Petitioners’ arguments. The law is settled that a final order of one High Court cannot be set aside by another High Court of concurrent jurisdiction. Allegations of fraud, if any, must be pursued by way of a fresh action, and not by an interlocutory application in separate proceedings. This principle was affirmed in Badiaddin Bin Mohd Mahidin & Anor v Arab Malaysian Finance Bhd (supra) per Mohd Azmi FCJ at held (1) [G] to [H]: “.It is settled law that one High Court cannot set aside a final order regularly obtained from another High Court of concurrent jurisdiction. But one special exception to this rule is where the final judgment of the High Court could be proved to be null and void on ground of illegality or lack of jurisdiction. Apart from breach of rules of natural justice, in any attempt to widen the door of the inherent and discretionary jurisdiction of the superior courts to set aside an order of the court ex debito justitiae to a category of cases involving orders which contravened ‘any written law’, the contravention should be one which defies a substantive statutory prohibition so as to render the defective order null and void on ground of illegality or lack of jurisdiction. The discretion to invoke the inherent jurisdiction should also be exercised judicially in exceptional cases where the defect is of such a serious nature that there is a real need to set aside the defective order to enable the court to do justice. In all cases, the normal appeal procedure should be adopted to set aside a defective order, unless the aggrieved party could bring himself within the special exception.” 18. In Hock Hua Bank Bhd v Sahari Bin Murid (supra) the Federal Court per Chang Ming Tat FJ held as follows: “Clearly the court has no power under any application in the same action to alter vary or set aside a judgment regularly obtained after it has been entered or an order after it is drawn up, except under the slip rule in Order 28 rule 11 Rules of the Supreme Court 1957 (Order 20 rule 11 of the Rules of the High Court 1980) so far as it is necessary to correct errors in expressing the intention of the court: Re St. Nazaire Co., Kelsey v Doune, Hession v Jones, unless it is a judgment by default or made in absence of a party at the trial or hearing. But if a judgment or order has been obtained by fraud or where further evidence which could not possibly have been adduced at the original hearing is forthcoming, a fresh action will lie to impeach the original judgment: Hip Fong Hong v Neotia & Co and Jonesco v Beard. The hearing of the action will in a proper case be expedited: Smith v Peizer. [Emphasis added] al 10 19. Viewed in this light, Enclosure 18, framed as an attempt to impeach the Fortuna Injunction granted in OS 73, is misconceived. The Petitioners’ belated allegations of fraud and non-disclosure, even if accepted at their highest, do not fall within the narrow and exceptional category contemplated in Badiaddin Bin Mohd Mahidin & Anor v Arab Malaysian Finance Bhd (supra) and Hock Hua Bank Bhd v Sahari Bin Murid (supra). They should have been raised either in opposition to the injunction application in OS 73, on appeal, or through a properly constituted fresh action. To permit such challenges by way of collateral attack in this winding up proceedings would subvert the principle of finality and erode the orderly administration of justice. 20. Further, the application is procedurally defective. Order 42 rule 13 of the Rules prescribes a 30-day limit for setting aside orders. The Fortuna Injunction was served on 10 December 2024, yet Enclosure 18 was only filed on 21 March 2025, well beyond the stipulated period. No extension of time was sought. On this ground alone, Enclosure 18 is liable to be dismissed. 21. Even if | am wrong on the above, on the merits the Petitioners have failed to substantiate their allegations of fraud. No particulars of actual fraud were pleaded, let alone proved, nor was there any credible explanation as to why the very evidence they now rely upon could not have been adduced in OS 73 with the exercise of ordinary diligence. One would expect, at the very least, some attempt at precision when making so serious an 11 allegation, but what has been offered falls far short of the standard required. 22. The complaint of non-service is equally unconvincing. The record of the Shah Alam Court clearly confirms that service had been effected, and more tellingly, that Messrs M Raman & Associates appeared, filed preliminary objections, and participated in OS 73. Against that backdrop, the suggestion that service was somehow defective strains credulity. To borrow a phrase, it is difficult to maintain that one was never invited to the party when one was already seen at the door making objections about the guest list. 23. What makes the Petitioners’ position even more untenable is that the very same statutory notice issued by Messrs M Raman & Associates on 7 June 2024, which is the subject matter of the Fortuna Injunction in OS 73, is relied upon by them in support of the winding-up petition in Enclosure 1 (see paragraphs 54 and 55 and Exhibit L of Enclosure 1). It is somewhat ironic, if not inconsistent, for the Petitioners to simultaneously challenge the legitimacy of OS 73 while embracing the very document that triggered it as the foundation of their winding-up case. 24. The Petitioners’ solicitors, having elected not to contest the application for the Fortuna Injunction at the appropriate time and forum, now attempt to recast their inaction as a grievance of fraud. Litigation, however, is not a game of selective participation where one can sit out the first half and then 12 demand to replay the match upon losing. Their failure to oppose or appeal against the injunction cannot now be recharacterised as a denial of justice. For all these reasons, Enclosure 18 is devoid of merit and must be dismissed. (ii) Enclosure 6 25. | turn now to the Respondents’ application to strike out the winding-up petition under Order 18 rule 19(1)(a), (b), (c) & (d) of the Rules. Ramly Ali FCJ in Tan Wei Hong (A Minor Suing Through Guardian Ad Litem And Next Friend Chuang Yin E) & Ors v. Malaysia Airlines Bhd And Other Appeals [2019] 1 MLJ 59 (FC) laid out the test for the striking out of pleadings: wherein his lordship referred to the case of Bandar Builder Sdn Bhd. v United Malayan Banking Corporation Bhd

1993

3 MLJ 36 (SC) and held as follows: “The tests for striking out application under O. 18 r. 19 of the ROC, as adopted by the Supreme Court in Bandar Builders are, inter alia, as follows : (a) it is only in plain and obvious cases that recourse should be had to the summary process under the rule; (b) this summary procedure can only be adopted when it can be clearly seen that a claim or answer is on the face of it obviously unsustainable; (c) it cannot be exercised by a minute examination of the documents and facts of the case in order to see whether the party has a cause of action or a defence; (d) if there is a point of law which requires serious discussion, an objection should be taken on the pleadings 13 /N yXtN1Y7sxUOo04gld6FqOQg ; and the point set down for argument under O. 33 r. 3 of the ROC; and (e) the court must be satisfied that there is no reasonable cause of action or that the claims are frivolous or vexatious or that the defences raised are not arguable.” 26. The Court of Appeal, in Sivarasa Rasiah & Ors v. Che Hamzah Che Ismail & Ors [2012] 1 MLJ 473 (CA) adopted the well-settled principle of striking out in the following passage:- “A striking out order should not be made summarily by the court if there is issue of law that requires lengthy argument and mature consideration. It should also not be made if there is issue of fact that is capable of resolution only after taking viva voce evidence during trial (see: Lai Yoke Ngan & Anor v. Chin Teck Kwee & Anor [1997] 3 CLJ 305; [1997] 2 MLJ 565 (Federal Court)).” 27. From the facts, it is undisputed that the petition was presented on 19 December 2024, after the Fortuna Injunction of 22 November 2024 had expressly restrained the Petitioners and other purchasers from doing so. The Petitioners’ presentation of a winding-up petition despite being expressly restrained not only renders their action an abuse of process but also exposes them to the risk of contempt proceedings. The authority of the Court depends upon obedience to its orders; to permit disregard would erode the integrity of the judicial system itself. On this basis alone, the petition should be struck out under Order 18 rule 19(1)(d) of the Rules for being an abuse of process. 28. Even if this were not the case, the petition cannot stand on its own merits. The debts relied upon, namely the LAD claims and 14 accessory parcel refunds, are plainly disputed on substantial grounds. More importantly, the reliefs sought in the petition demonstrate a fundamental misconception of the role and limits of the winding-up jurisdiction. | reproduce the prayers in Enclosure 1 above for ease of reference: “Prayers: 68. The Petitioner therefore humbly prays for an Order: - a) The Supplementary Agreement be null and void for the Petitioners and other purchasers, with the Respondent jointly and severally to refund in full (RM90,000.00), with agreed late payment interest of 10% per annum from the date of this Order. b) The Accessory Parcel(s) for the Petitioners shall be identify in the Sixth Schedule of the Sale and Purchase Agreement. Cc) The Extension of Time No. 2, No. 3, No. 4 and No. 5 is null and void. d) That the Respondents be liable jointly and severally to the Petitioners, and other purchasers (creditors) of the same fact, for liquidated ascertained damages under Clause 25.2 and 29.2 of the Sale and Purchase Agreement, from the expiry of 48 months from the date of the Sale and Purchase Agreement until 5.3.2024. e) The Respondents shall be liable jointly and severally to the Petitioners, and other purchasers (creditors) of the same fact, continuing liquidator ascertained damages under Clause 25.2 and 29.2 of the Sale and Purchase Agreement, under the virtue of Clause 3 of the Sale and Purchase Agreement, until realization of the strata title transfer to the name of the Petitioners and qualified purchasers. f) That the Respondents be liable jointly and severally to the Petitioners, and other purchasers of the same fact, the agreed Late Payment Interest of 10% under Clause 10(1) of the Sale and Purchase Agreement from the expiry of the 48 months from the respective date of the Sale and Purchase Agreement of the Petitioners and other qualified purchasers. 15 g) That the Respondents be wound up by the Court under Section 465(1)(a) of the Companies Act 2016, for their inability to pay its debt. h) That the Respondents be wound up by the Court under Section 465(1)(h) of the Companies Act 2016, where the Court is of the opinion that it is just and equitable that the company be wound up. i) That the Respondent be wound up by the Court under Section 465(1)(k) of the Companies Act 2016, where the Respondents acted prejudicial to the Petitioners and the other purchasers, against the welfare under the Housing Development (Control & Licensing) Act 1966, against public interest for entering multiple financial charges against the Master Titles encumbering the Land and Parcel of the purchasers without their written consent, unethically and immorally deeming delivery of vacant possession onto the Petitioners and other purchasers. j) Mr. Lim E @ Lim Hoon Nam of Lim Hoon Nam & Co Pit be appointed as the Liquidator of the Respondent. k) The winding-up effort and disbursement, to be assess by the Registrar, for this Petition be paid out from the assets of the Company. l) The cost of this Petition be paid out from the assets of the Company; and m) Any further or other relief deemed appropriate by this Honourable Court. 29. The Petitioners are, in effect, inviting the winding-up court to declare the Supplementary Agreement null and void, to adjudicate on the validity of several extensions of time, to identify accessory parcels, to award refunds with interest, to calculate liquidated ascertained damages across multiple purchasers, and even to grant declaratory reliefs concerning alleged breaches of the Housing Development Act and public interest. These are not straightforward debt claims but issues entangled in layers of contractual and statutory interpretation. 16 30. The difficulty is compounded by the fact that the Respondents do not stand on identical footing: the Second Respondent is the registered proprietor of the land, while the First Respondent is the developer under the sale and purchase arrangements. The precise assignment of liability between landowner and developer, and the extent to which each bears responsibility for the alleged breaches, can only be resolved after a careful examination of the underlying agreements, statutory duties, and evidence. 31. Such complex determinations are quintessentially the province of a civil court exercising its trial jurisdiction, where pleadings may be filed, evidence tested, and findings of fact made. They are manifestly beyond the scope of what a winding-up court is empowered to determine in a summary insolvency proceeding. 32. The authorities make clear that the winding-up jurisdiction is not to be used as a substitute for a civil trial. It is a collective debt- collection mechanism designed to address insolvency, not a forum to adjudicate complex disputes of contractual rights or to pronounce on declaratory and equitable reliefs. To allow otherwise would collapse the distinction between insolvency proceedings and civil litigation, undermining the very purpose of both. The Petitioners’ proper remedy, if they are confident of their claims, is to institute an action for recovery of debt and seek the declarations they desire, not to shoehorn such claims into the winding-up process. The present petition, in seeking reliefs that are plainly beyond the jurisdiction of this Court in its 17 winding-up capacity, is therefore liable to be struck out under Order 18 rule 19(1)(a) and (b) of the Rules for disclosing no reasonable cause of action, and for being frivolous or vexatious. 33. The collateral nature of the petition is equally evident, and once more amounts to an abuse of the Court’s process, rendering it liable to be struck out under Order 18 rule 19(1)(d) of the Rules. The array of reliefs sought, coupled with the disputed nature of the debts, demonstrates that the Petitioners’ true objective is to exert pressure on the Respondents’ solvency and business operations, in order to compel settlement on terms favourable to them. This is precisely the kind of abuse of the winding-up jurisdiction that the Federal Court in Blue Valley Plantation Bhd v Periasamy a/| Kuppannan & Ors [2011] 5 MLJ 521 (FC) has consistently condemned. For all these reasons, | am satisfied that the petition is wholly unsustainable. Enclosure 6 is therefore allowed, and the winding-up petition is struck out. DECISION 34. In light of the foregoing findings, the Court on 4 July 2025 ordered as follows: (a) The Petitioners’ application in Enclosure 18 i.e. to impeach the Fortuna Injunction in OS 73 is dismissed with costs of RM5,000.00; 18 S/N yXtN1Y7sxUOo04gld6FqOQg ; (b) The Respondents’ application in Enclosure 6 i.e. to strike out the winding-up petition (Enclosure 1), is allowed with costs of RM10,000.00, and the winding-up petition is accordingly struck out: (c) The Respondents’ application in Enclosure 18 i.e. to stay the winding-up proceedings pending disposal of Enclosure 6, is dismissed as academic, with no order as to costs; and (d) The Petitioners’ application in Enclosure 19, to stay the winding-up proceedings pending disposal of Enclosure 18 is likewise dismissed as academic, with no order as to costs. Dated: 10 September 2025 Yusrin Faidz Bin Yusoff Judicial Commissioner High Court of Malaya Kuala Lumpur 19 S/N yXtN1Y7sxUOo04gld6FqOQg ; ; Counsel for the Bestian Ng Jau Meng Petitioners: Bestian Ng & Co., No. 34-3, Jalan Kuchai Maju 10, Kuchai Entrepreneurs Park, 58200 Kuala Lumpur. Counsel for the Mohamed Amir Shahmi bin Mohamed Respondent: Nazir (together with Muhammad Asyraaf Bin Mushthaq Ahmad) Messrs. Izral Partnership, 2"™¢ Floor, Wisma Hamzah Kwong-Hing No. 1, Leboh Ampang, 50100 Kuala Lumpur. CASE REFERENCE: 1. Hock Hua Bank Bhd v Sahari Bin Murid [1981] 1 MLJ 143 (FC). 2. Badiaddin Bin Mohd Mahidin & Anor v Arab Malaysian Finance Bhd [1998] 1 MLJ 393 (FC). 3. Ann Joo Steel Berhad v Pengarah Tanah dan Galian Negeri Pulau Pinang & Anor and another appeal [2019] 9 CLJ 153 (FC). 4. Datuk Mohd Sari Bin Datuk Hj Nuar v Idris Hydraulic (M) Bhd

1997

5 MLJ 377 (HC). 5. Tan Wei Hong (A Minor Suing Through Guardian Ad Litem And Next Friend Chuang Yin E) & Ors v. Malaysia Airlines Bhd And Other Appeals [2019] 1 MLJ 59 (FC). 20 t S/N yXtN1Y7sxUOo4gld6FqOQg ; 6. Bandar Builder Sdn Bhd. v United Malayan Banking Corporation Bhd [1993] 3 MLJ 36 (SC) 7. Sivarasa Rasiah & Ors v. Che Hamzah Che Ismail & Ors

2012

1 MLJ 473 (CA). 8. Blue Valley Plantation Bhd v Periasamy a/I Kuppannan & Ors

2011

5 MLJ 521 (FC). LEGISLATION REFERENCE: 1. Order 18 rule 19(1)(a), (b), (c) & (d), and Order 42 rule 13 of the Rules of Court 2012. 2. Section 465(1)(e), Section 465(1)(h), Section 465(1)(k) and Section 466 of the Companies Act 2016. 3. Section 22C of the Housing Development (Control and Licensing) Act 1966. 4. Rule 10, 11 and Schedule H of the Housing Development (Control and Licensing) Regulations 2015. Section 4, 34(2) and 69 of the Strata Titles Act 1985. 6. Section 7(1) of the Whistleblower Protection Act 2010. 21

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Case metadata

Court: High Court of Malaysia
Decision date: 4 Jul 2025
Case number: WA-28NCC-1213-12/2024
Coram: YA Tuan Yusrin Faidz bin Yusoff
Practice area: Company Law — Winding-up — Petition — Whether bona fide debt — Petition founded on disputed LAD claims and refund of accessory parcels — Whether company is being used for an unlawful purpose — Whether it is just and equitable to wind up the company — Whether appropriate for determination in winding-up proceedings — Whether petition constituted abuse of process — Companies Act 2016, ss 465(1)(e), 465(1)(h), & 465(1)(k). Civil Procedure — Injunctions — Fortuna injunction — Impeachment — Scope and effect — Whether High Court of concurrent jurisdiction may set aside final order — Allegation of fraud — Whether requires fresh action — Delay — Procedural non-compliance —Rules of Court 2012, O 42 r 13. Civil Procedure — Striking out — Abuse of process — Petition filed in breach of subsisting injunction — Whether petition liable to be struck out — Rules of Court 2012, O 18 r 19(1)(a),(b),(c)&(d)
Version: Alasan Penghakiman 1
Published: 10 Sept 2025
Source ID: d54d7bc9-ec8e-43c5-a8e2-095de85a8e42

Catchwords

Company Law — Winding-up — Petition — Whether bona fide debt — Petition founded on disputed LAD claims and refund of accessory parcels — Whether company is being used for an unlawful purpose — Whether it is just and equitable to wind up the company — Whether appropriate for determination in winding-up proceedings — Whether petition constituted abuse of process — Companies Act 2016, ss 465(1)(e), 465(1)(h), & 465(1)(k). Civil Procedure — Injunctions — Fortuna injunction — Impeachment — Scope and effect — Whether High Court of concurrent jurisdiction may set aside final order — Allegation of fraud — Whether requires fresh action — Delay — Procedural non-compliance —Rules of Court 2012, O 42 r 13. Civil Procedure — Striking out — Abuse of process — Petition filed in breach of subsisting injunction — Whether petition liable to be struck out — Rules of Court 2012, O 18 r 19(1)(a),(b),(c)&(d)

Parties

1. ) TEO CHOON SEE - petitioner - ejudgment_parties
2. ) THI XIU WEN - petitioner - ejudgment_parties
1. ) GLOBAL ACTIVATE SDN BHD - respondent - ejudgment_parties
2. ) PENINSULA EDUCATION (SETIA ALAM) SDN BHD (Formerly known as Segi International Learning Alliance Sdn Bhd) - respondent - ejudgment_parties

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1. ) TEO CHOON SEE - petitioner - ejudgment_parties

2. ) THI XIU WEN - petitioner - ejudgment_parties

1. ) GLOBAL ACTIVATE SDN BHD - respondent - ejudgment_parties

2. ) PENINSULA EDUCATION (SETIA ALAM) SDN BHD (Formerly known as Segi International Learning Alliance Sdn Bhd) - respondent - ejudgment_parties

1. ) Teo Choon See v 1. ) Global Activate Sdn Bhd (WA-28NCC-1213-12/2024)

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1. ) Teo Choon See v 1. ) Global Activate Sdn Bhd (WA-28NCC-1213-12/2024)

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