WA-22NCC-602-09/2024
High Court of Malaysia25 May 2026
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“ey call any witness to testify on their behalf during the trial. In view thereof, P submits that an adverse inference ought to be drawn against the 2nd and 3rd Defendants under section 114 (g) of the Evidence Act 1950. 60. P contends that the failure of the 2nd and 3rd Defendants to adduce any oral evidence, and to sub”
“16. The Defendants pleaded that the six - year limitation period under the Limitation Act 1953 has set in. Hence, this action is time - barred.”
“6. P is a licensed moneylender under the Moneylenders Act 1951. The loans given by P to the borrowers are funded by the Government of Malaysia, through the Ministry of Finance.”
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1 Dalam Mahkamah Tinggi Malaya Di Kuala Lumpur Dalam Negeri Wilayah Persekutuan Kuala Lumpur, Malaysia (Bahagian Dagang) Guaman Sivil No. : WA - 22 NCC - 602 - 09 / 2024 Antara Forest Plantation Development Sdn Bhd Dan 1) Pesona Elemen Sdn. Bhd. 2) Zulkafley bin Mohamad 3) Marini binti Sapiai - Defendan Grounds of Judgment
1
In this action, the P P claims a sum of RM 2,872,201.77 from the 1st D1 pursuant to a settlement agreement dated 31.7.2018 entered into between P and D settlement agreement
2
P also claims the same sum of RM 2,872,201.77 from the 2nd and 3rd Defendants pursuant to a guarantee and indemnity agreement dated 13.6.2011 entered into between P and the 2nd and 3rd Defendants guarantee agreement .
3
In other words, P wants D1, the 2nd Defendant and the 3rd Defendant jointly and severally to pay the sum of RM 2,872,201.77 to P.
4
After a full trial, D1. However, I dismissed s claim against the 2nd and 3rd Defendants. Here are my reasons.
5
P is a government - linked company. It was established by the Malaysian Timber Industry Board.
6
P is a licensed moneylender under the Moneylenders Act 1951. The loans given by P to the borrowers are funded by the Government of Malaysia, through the Ministry of Finance.
7
On 13.6.2011, P entered into a facility agreement dated 13.6.2011 facility agreement with D1 in connection with a loan facility of up to RM 2.5 loan . The loan is for the purpose of a development project involving a nursery site for seedling propagation on a piece of land.
8
The 2nd and 3rd Defendants are both directors of D1 and guarantors for D1. They executed the guarantee agreement, whereby they undertook to guarantee and indemnify all sums owed by D1 to P.
9
The salient terms of the facility agreement are as follows :
a
The development project has to be completed within 12 months;
b
A two - year grace period for repayment was granted until 12.6.2013; and
c
The repayment period was 13 years, from 13.6.2013 to 12.6.2026.
10
As at 31.7.2024, P disbursed a total amount of RM 2.3 million to D1. P stopped disbursing the remaining amount of the loan when D1 defaulted on repayment after the expiry of the grace period.
11
Following the default of repayment of the loan, D1 requested a restructuring of the loan repayment. Consequently, on 31.7.2018, P and D1 entered into the settlement agreement, fixing the total outstanding sum at RM outstanding sum
12
The key terms of the settlement agreement are as follows :
a
Monthly instalment payments of RM 20,924.13 throughout the repayment period;
b
Interest at 3 % per annum, calculated daily;
c
In the event of default, the entire outstanding sum becomes immediately due and payable (acceleration clause);
d
A three - year grace period until 31.7.2021; and
e
A repayment period of 13 years, from 1.8.2021 to 31.7.2034.
13
Despite the restructuring, D1 failed to make payment of the outstanding sum following the expiry of the fresh three - year grace period.
14
P issued multiple reminders and notices including notices dated 8.9.2021 and 1.10.2021, a letter of demand dated 15.12.2021 and a further letter of demand dated 30.10.2023. However, as at 31.7.2024, no payment or response was received from the Defendants.
15
Thus, P commenced this suit, seeking from the Defendants jointly and severally the sum of RM 2,872,201.77 as at 31.7.2024. The Defendants defence
16
The Defendants pleaded that the six - year limitation period under the Limitation Act 1953 has set in. Hence, this action is time - barred.
17
Further, the Defendants pleaded that the settlement agreement has superseded the guarantee agreement. Thus, there is no cause of action against the 2nd and 3rd Defendants. Issues to be tried
18
The ssues to be Tried (Enclosure 12) filed by the parties set out the following issues : 1) Sama ada kausa tindakan yang Plaintif ada berdasarkan Perjanjian Penyelesaian bertarikh 31/07/2018 terhadap Defendan Kedua dan Defendan Ketiga telah luput atas alasan ia melampaui had masa yang di peruntukkan di bawah Akta Had Masa 1950. 2) Sama ada Perjanjian Jaminan bertarikh 13/06/2011 adalah masih terpakai atau tidak. 3) Sama ada Perjanjian Jaminan bertarikh 13/06/2011 masih berkuatkuasa selagimana ia tidak di batalkan oleh Plaintif dan / atau Defendan Pertama dan / atau Defendan-Defendan. 4) Sama ada Perjanjian Penyelesaian bertarikh 31/07/2018 telah menggantikan segala perjanjian terdahulu termasuk Perjanjian Jaminan tersebut. 5) Sama ada Plaintif berhak menuntut jumlah wang yang terhutang sebanyak RM 2,872,201.77 setakat tarikh 31/07/2024.
19
It seems to me that this matter can be determined based on the following questions :
a
action is time - barred under the Limitation Act 1953; and
b
Whether the guarantee agreement is enforceable against the 2nd and 3rd Defendants, in view of the settlement agreement.
20
My answer to the above questions is in the negative. It is my finding that action is not time - barred under the Limitation Act 1953. Thus, P has a valid claim against D1.
21
Nevertheless, I find that the guarantee agreement has been superseded by the settlement agreement. The guarantee agreement is not enforceable against the 2nd and 3rd Defendants with respect to the outstanding sum under the settlement agreement. P therefore does not have a valid claim against the 2nd and 3rd Defendants.
22
Accordingly, I allowed the action against D1 but dismissed the action against the 2nd and 3rd Defendants. Here is my explanation. The cause of action based on the settlement agreement is not time - barred
23
It is important to note that action is founded on the settlement agreement dated 31.7.2018. It is not founded on the earlier facility agreement or the guarantee agreement, both dated 13.6.2011.
24
This is manifested in the following paragraphs of the statement of claim : Pada setiap masa yang material, Defendan Pertama adalah tertakluk kepada terma-terma dan syarat-syarat yang ketat dalam Perjanjian Penyelesaian tersebut bagi pembayaran Jumlah Tertunggak tersebut. 18) Plaintif telah mengeluarkan pelbagai notis dan / atau peringatan, termasuklah tetapi tidak terhad kepada notis bertarikh 08/09/2021 dan 01/10/2021 untuk meminta Defendan Pertama mula melunaskan pembayaran semula Jumlah Tertunggak tersebut sepertimana yang di tetapkan dalam Perjanjian Penyelesaian tersebut. Plaintif juga telah memberikan jadual pembayaran kepada Defendan Pertama. Plaintif akan merujuk kepada kesemua notis dan / atau peringatan yang telah di berikan kepada Defendan Pertama. 19) Walaubagaimanapun, pada masa yang material, Defendan Pertama telah gagal, abai dan / atau enggan mematuhi segala notis dan / atau peringatan daripada Plaintif. 20) Pada masa yang material, kegagalan, pengabaian dan / atau keengganan Defendan Pertama mematuhi terma dan syarat Perjanjian Penyelesaian tersebut adalah merupakan satu pelanggaran syarat dalam Perjanjian Penyelesaian tersebut. 24) Walaubagaimanapun, sehingga kini, Defendan Pertama masih lagi gagal, abai dan / atau enggan untuk membayar jumlah yang terhutang tersebut kepada Plaintif. Oleh itu, Defendan Pertama telah melangar terma-terma dan syarat-syarat di dalam Perjanjian Penyelesaian. 25) Oleh yang demikian, Plaintif menuntut terhadap Defendan-Defendan secara bersesama dan / atau berasingan daripada Mahkamah Yang Mulia ini seperti berikut : a) Defendan-Defendan secara bersesama dan / atau berasingan membayar kepada Plaintif jumlah yang terhutang tersebut berjumlah
25
cause of action arose upon breach of the settlement agreement. To wit, when D1 failed to make the monthly instalment payments of the outstanding sum, following the expiry of the three - year grace period on 31.7.2021.
26
suit herein having been brought within six years thereafter, i.e. filed on 6.9.2024, fell within the limitation period. As such, the defence of limitation raised by the Defendants is unsustainable.
27
Via the settlement agreement, the parties had restructured and superseded the earlier repayment obligation of the loan under the facility agreement, thereby creating a new contractual framework governing the indebtedness of D1. Presently, the debt owed by D1 to P is the amount of the outstanding sum under the settlement agreement. It is no longer the amount of the loan under the facility agreement.
28
The obligation to pay the outstanding sum under the settlement agreement commenced on 1.8.2021. Namely, after the grace period ended on 31.7.2021. On 1.8.2021, D1 was required to begin paying the outstanding sum by way of monthly instalments. D1 failed to do so.
29
, i.e. on 1.8.2021, upon breach of the settlement agreement. As such, time bar only sets in on 1.8.2027, i.e. six years after the cause of action arose. This suit was filed on 6.9.2024, which is within the six - year limitation period.
30
the facility agreement is misplaced. The relevant date for limitation purposes is the breach of the settlement agreement, and not any earlier default under the facility agreement.
31
This is because P is suing for the outstanding sum under the settlement agreement. P is not suing for the loan under the facility agreement. defence. The settlement agreement supersedes the facility agreement and the guarantee agreement
32
In this action, P claims a sum of RM 2,872,201.77 as at 31.7.2024 from all the Defendants jointly and severally. It is unclear why P did not sue for the entire amount of the outstanding sum of RM 3,264,163.43, given the acceleration clause in the settlement agreement.
33
Be that as it may, based it is evident that the claim is founded on the settlement agreement and the outstanding sum thereunder. post - trial written submission, which stated :
a
The Plaintiff claims a sum of RM 2,872,201.77 against the 1st Defendant pursuant to the Settlement Agreement dated 31/07/2018 entered into between the Plaintiff and the 1st
b
Following the default of repayment, the 1st Defendant requested restructuring of the loan repayment. Consequently, on 31/07/2018, the Plaintiff and the 1st Defendant entered into a Settlement Agreement, fixing the outstanding sum at RM 3,264,163.43 17);
c
At the outset, we submit that the cause of action is based on the Settlement Agreement and not the earlier Facility Agreement and / or Guarantee and Indemnity Agreement (paragraph 34);
34
The settlement agreement was entered into between P and D1 only. The 2nd and 3rd Defendants are not parties to the settlement agreement. Nor did they execute a fresh guarantee in relation to the settlement agreement, and the outstanding sum thereunder.
35
The 2nd and 3rd Defendants did not provide any guarantee in respect agreement. In the premises, P has no valid cause of action against the 2nd and 3rd Defendants with respect to the payment of the outstanding sum under the settlement agreement.
36
The settlement agreement introduced a new outstanding sum, a new payment schedule, and a fresh contractual framework governing the indebtedness of D1. The amount of RM 2,872,201.77 claimed by P in this action is not derived from the facility agreement of 2011, but from the new obligation under the 2018 settlement agreement.
37
The legal effect of a settlement agreement was explained by the Court of Appeal in Pacific Sanctuary Holdings Sdn Bhd (formerly known as Ideal Prestige Sdn Bhd) v Masaland Construction Sdn Bhd [2020] 3 MLJ 692 at 700 - 701, which held : Another point is that we agree with the learned counsel for the defendant submission that the learned JC had erred in law and in fact in granting leave to the plaintiff for failure by the learned JC to take into consideration that there is no longer any pending judgment and / or order of the court to be enforced as the said judgments and / or order have been superseded or extinguished by the settlement agreement entered between the parties on 28 May 2012. The settlement agreement constitutes a new and independent agreement for good consideration. Its effect in law is to supersede the original cause of action .
38
The Court of Appeal stated that where a settlement agreement is entered into, any remedy must lie on the settlement itself and not the original cause of action (at page 701) : We further agreed with the defendant that even if the defendant had defaulted in the payments under the settlement agreement which is denied by the defendant, the enforce the settlement agreement and not by way to execute the judgments and / or order which was rendered otiose by the settlement agreement .
39
Here, once P has elected to base its claim on the settlement agreement, it can no longer rely on the facility agreement or the guarantee agreement of 2011 as the foundation of liability. contractual rights pertaining to the loan under the facility agreement, as well as its contractual rights pertaining to the guarantee agreement, have been superseded and extinguished. Any claim must lie within the framework of the settlement agreement.
40
It bears reiterating that the 2nd and 3rd Defendants are not parties to the settlement agreement. They did not execute any guarantee in respect of the outstanding sum under the settlement agreement. In the absence of any contractual nexus between the 2nd and 3rd Defendants and the settlement agreement, there is no legal basis upon which liability for the outstanding sum claimed by P can be imposed upon them.
41
P cannot concurrently rely on the settlement agreement as the source of the debt, while seeking to enforce the guarantee agreement of 2011, as though it extends to the outstanding sum. Once it is accepted that the claim arises from the settlement agreement, it necessarily follows that only parties bound by that settlement agreement, or those who have expressly guaranteed it, may be held liable.
42
In the circumstances, even though P is able to establish the indebtedness of D1 under the settlement agreement, P has failed to demonstrate any legal basis to recover the outstanding sum from the nd and 3rd Defendants cannot succeed. The guarantee agreement dated 13.6.2011 entered into between the Plaintiff and the 2nd and 3rd Defendants
43
P insists that the 2nd and 3rd Defendants, as guarantors under the guarantee agreement dated 13.6.2011, remain liable for the outstanding sum under the settlement agreement dated 31.7.2018. I disagree.
44
My finding is that P has no enforceable cause of action against the 2nd and 3rd Defendants. This is because the claim is founded on the settlement agreement, to which the 2nd and 3rd Defendants are not parties and for which they never assumed any liability with respect to the outstanding sum.
45
It is not in dispute that the 2nd and 3rd Defendants executed only one guarantee, namely the guarantee agreement dated 13.6.2011, which is in respect of the facility agreement dated 13.6.2011. It is also undisputed that the 2nd and 3rd Defendants are not parties to the settlement agreement. Further, the 2nd and 3rd Defendants did not execute any guarantee in relation to the outstanding sum under the settlement agreement.
46
The settlement agreement is not a mere indulgence or rescheduling of the loan repayment under the facility agreement. It constitutes a change of the original contractual relationship under the facility agreement. The settlement agreement introduced a new principal sum, a new payment structure, a fresh grace period, and an extended tenure of payment.
47
I recognise that the preamble of the settlement agreement makes reference to the facility agreement, and the non - payment of the disbursed loan amount. But that simply served as a backdrop, to narrate the background which led to the entering into of the settlement agreement.
48
In fact, the preamble of the settlement agreement demonstrates that This is reflected in recitals (D) and (E) of the preamble of the settlement agreement, which reads : Upon negotiations by the Parties, the Borrower [i.e. D1] hereby agrees to repay to FPD [i.e. P] the Total Outstanding Sum subject to the terms and conditions of this Agreement. E) The Parties hereto are desirous of entering into this Agreement to formalize the terms and conditions as agreed between the Parties in order for the Borrower to fully settle the Total Outstanding Sum due and payable by the Borrower to FPD subject to and in accordance with the terms and conditions hereinafter contained.
49
It can be seen from the above that what is to be paid by D1 is the outstanding sum, and not the loan amount as such. Further, the payment of the outstanding sum is subject to the terms and conditions of the settlement agreement, and not the terms and conditions of the facility agreement.
50
This is fortified by the operative provisions in clauses (1) to (4) of the settlement agreement, which reads : follows :- 1) In consideration of the mutual covenants, agreements and undertakings herein contained, and subject to Clause 3 hereinbelow, the Borrower agrees to pay the Total Outstanding Sum to be paid by the Borrower to FPD in accordance with the terms and conditions of this Agreement. 2) In consideration of the Borrower agreeing to pay the Total Outstanding Sum to FPD, FPD hereby agrees to grant to the Borrower a grace period of three (3) years commencing from the date of this Agreement (hereinafter referred to as the Grace Period ) during which the Borrower is not obliged to make any repayment of the Total Outstanding Sum to FPD subject to the terms and conditions of this Agreement. 3) The Total Outstanding Sum shall be paid by the Borrower to FPD at the time and in the manner as stated in Section 3 of Schedule A herein (hereinafter referred to as the Monthly Installments ) to be paid within the period as stated in Section 4 of Schedule A (hereinafter referred to as the Repayment Period ) commencing from the date as stated in Section 5 of
Schedule
Schedule A (hereinafter referred to as the Commencement Date ) and ending on the date as stated in Section 6 of Schedule A (hereinafter referred to as the Completion Date ). 4) The Borrower agrees without notice from FPD to repay the Total Outstanding Sum in full in accordance with the terms and conditions of this Agreement together with interest compounded / capitalized at the rate of three percent (3.0 %) per annum calculated on day to day basis during the Repayment Period until full and final settlement of the Total Outstanding Sum by the Borrower to FPD. 51. It is noteworthy that the settlement agreement contemplates that D1 will make available additional security parties to provide additional security for the purpose of securing the outstanding sum and the payment thereof, and the due performance by D1 of the settlement agreement. 52. Clause 6 of the settlement agreement reads : Simultaneously with the signing of this Agreement, the Borrower hereby agrees, covenants and undertakes to execute, provide and continue to make available and to cause the additional Security Parties as listed in Section 7 of Schedule A herein to execute and provide and continue to make available additional Security Documents as listed in Schedule B herein for the purpose of securing the Total Outstanding Sum and repayment thereof and the due performance by the Borrower of this Agreement. 53. However, the column for additional security parties in section 7 of
Schedule
Schedule A Nil In similar vein, the column for additional security documents in Schedule B of the settlement Not applicable 54. If the 2nd and 3rd Defendants are to be made liable to secure the outstanding sum and repayment thereof and the due performance by D1 of the settlement agreement, they should have been listed as additional security parties in section 7 of Schedule A of the settlement agreement. And made to sign a fresh guarantee, which should have been listed as additional security documents in Schedule B of the settlement agreement. That did not happen. 55. P relies on clause 1 of the guarantee agreement, which provides that the 2nd and 3rd Defendants shall be liable as principal debtors and borrowers and not merely as sureties . Also on clause 15 of the settlement agreement, which provides that the guarantee a continuing guarantee for all money 56. I have no quarrel with those provisions, which are fairly standard clauses that typically appear in a guarantee and indemnity agreement. Nevertheless, the fact remains that those provisions relate to the punctual payment by the Borrower of the Loan Facility and interest thereon at the rate stipulated in the Facility Agreement , as stated in clause 1 of the guarantee agreement. 57. They are not in relation to any debt owing by D1 to P outside of the facility agreement. In the matter at hand, they do not apply to the outstanding sum owing by D1 to P under the settlement agreement. 58. In the premises, I find that the guarantee agreement has been superseded by the settlement agreement. The guarantee agreement cannot be used to enforce payment of the outstanding sum against the 2nd and 3rd Defendants. The 2nd and 3rd Defendants not to call any witness during the trial 59. The 2nd and 3rd Defendants did not testify at the trial. Nor did they call any witness to testify on their behalf during the trial. In view thereof, P submits that an adverse inference ought to be drawn against the 2nd and 3rd Defendants under section 114 (g) of the Evidence Act 1950. 60. P contends that the failure of the 2nd and 3rd Defendants to adduce any oral evidence, and to subject themselves to cross - examination, is fatal to their defence. Especially since they possess direct knowledge of the material facts, in their capacities as guarantors and directors of D1. 61. Consequently, P says that its evidence is unchallenged and ought to be accepted as conclusive proof of its claim. P asserts that its case stands unrebutted and uncontradicted. I disagree. 62. The fact remains that P must first establish a prima facie case against the 2nd and 3rd Defendants, before any question of rebuttal evidence or adverse inference can arise. E it has failed to prove any enforceable cause of action against the 2nd and 3rd Defendants. As discussed earlier, the 2nd and 3rd Defendants were not parties to the settlement agreement, and did not execute any fresh guarantee in relation to the outstanding sum under the settlement agreement. 63. Accordingly, the issue is not whether the 2nd and 3rd Defendants failed to call any witness. But rather to require an answer. I find that it was not. 64. In Syarikat Kemajuan Timbermine Sdn Bhd v Kerajaan Negeri Kelantan Darul Naim [2015] 3 MLJ 609 at 633 - 634, the Federal Court recognised that a defendant may submit that there is no case to answer in two situations as follows : two sets of circumstances under which a defendant may submit that he has no case to answer. In the one case there may be a submission that, has been established in law, and in the other that the evidence led for the plaintiff is so unsatisfactory or unreliable that the court should find that the burden of proof has not been discharged 65. The Federal Court observed that the burden of proof remains on the plaintiff, even where the defendant elects not to call evidence (at page 633) : the fact that the defendant led no evidence or call no witnesses did not absolve the plaintiff from discharging its burden in law 66. The Federal Court pointed out that even if a unopposed, that does not automatically mean that a case to answer has been made out (at page 634) : omatically equate to that evidence satisfying the burden of proving proving on the balance of probabilities no longer applies, or that a case to answer 67. Applying the above principles, P must still prove that the 2nd and 3rd Defendants remain liable under the guarantee agreement, notwithstanding the settlement agreement. I find that P has failed to do so. 68. In these circumstances, P has not established a prima facie case against the 2nd and 3rd Defendants. The 2nd and 3rd Defendants were therefore entitled to elect not to call witnesses, and to submit that there was no case to answer. 69. P invited me to draw an adverse inference against the 2nd and 3rd Defendants under section 114 (g) of the Evidence Act 1950 on the basis that they elected not to call any witness. I declined to do so. 70. Section 114 (g) of the Evidence Act 1950 does not operate automatically whenever a party elects not to lead evidence. That provision is not intended to relieve a plaintiff from first proving its case. Here, P must first establish a prima facie case on a balance of probabilities, before the 2nd and 3rd Defendants can be required to answer it. 71. The Court of Appeal in Thong Foo Ching & Ors v Shigenori Ono [1998] 4 MLJ 585 addressed this point. In that case, the trial judge had invoked section 114 (g) of the Evidence Act 1950 against the appellants because they elected not to call witnesses. The Court of Appeal found that to be erroneous (at page 601) : ere again, the learned trial judge fell into error as s 114 (g) has no relevance 72. The Court of Appeal held (at page 601) : against them as there is no procedural requirement in the Rules of the High Court 1980 case 73. The Court of Appeal explained when a defendant is required to call evidence as follows (at page 601) : a defendant need only adduce evidence where he considers balance of probability. It is then incumbent upon the defendant to rebut the 74. evidence should not be treated as suppression of evidence (at page 601): should not be taken as the withholding of unfavourable evidence under s 114 (g) of the Evidence Act 75. Applying the above principles to the present case, the 2nd and 3rd Defendants were entitled to elect not to call witnesses because P had not first established a prima facie case against them showed that the settlement agreement was entered into between P and D1 only. The 2nd and 3rd Defendants did not sign the settlement agreement. Nor did they execute any fresh guarantee in relation to the outstanding sum under the settlement agreement. 76. In light of the above evidence, this is not a case where the 2nd and 3rd Defendants withheld evidence to avoid an answer. Rather, this is a case for liability against the 2nd and 3rd Defendants. 77. Accordingly, the 2nd and 3rd cannot be held against them. It should not be treated as withholding unfavourable evidence under section 114 (g) of the Evidence Act 1950. No adverse inference ought to be drawn against the 2nd and 3rd Defendants. Conclusion 78. For the reasons above, I allowed the claim against D1. I ordered D1 to pay costs of RM 50,000 to P. 79. I dismissed the claim against the 2nd and 3rd Defendants. I ordered P to pay costs of RM 25,000 to the 2nd and 3rd Defendants. Dated 25 May 2026 Quay Chew Soon Judge High Court of Kuala Lumpur (Commercial Division NCC 2) Counsels Muhammad Alfitri bin Azman and Nurun Nadhirah binti Mohd Zamri (Messrs. A. Azidin & Shahrul) for the Plaintiff Muhammad Yassir Rabani bin Ramlan (Messrs. Seow & Megat) for the Defendants Case reference 1. Pacific Sanctuary Holdings Sdn Bhd (formerly known as Ideal Prestige Sdn Bhd) v Masaland Construction Sdn Bhd [2020] 3 MLJ 692 Legislation reference 1. Moneylenders Act 1951 2. Limitation Act 1953 3. Section 114 (g) of the Evidence Act 1950
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