Gabungan Asia Sdn. Bhd. v Chuen Shin Aquaculture (M) Sdn. Bhd. (PA-22NCC-16-05/2021)

Kand. 125 29/07/2026 17:16:55 DALAM MAHKAMAH TINGGI MALAYA DI GEORGETOWN GUAMAN SIVIL NO: PA-22NCC-16-05/2021 ANTARA GABUNGAN ASIA SDN BHD (No Syarikat: 683258-K) ...PLAINTIF DAN

1. CHUEN SHIN AQUACULTURE (M) SDN BHD (No Syarikat: 841613-X)

2. YAP HOCK LIM (No K/P: 840811-07-5105)

3. ALVIN POH HSIEN YANG (No K/P: 850814-07-5097) ...DEFENDAN-DEFENDAN GROUNDS OF JUDGEMENT INTRODUCTION

1. Encl. 105 is the Defendants' application for stay of execution of the Judgement dated 15.12.2025 pending appeal after trial. Encl. 122 is the Defendants' application for an ad interim stay pending disposal of Encl. 105.

2. The said Judgement had ordered the Defendants to pay to the Plaintiff the sum of RM1,575,000.00 together with interest at the rate of 1.5% per month on the said sum from 14.1.2021 until the date of full realisation and costs. The Defendants point out that the interest alone would amount to RM1,454,512.50, which would be nearly equal to the principal Judgement sum.

3. Both Encls. 105 and 122 were called up for case management on 28.7.2026, and by consent of parties, the said case management was converted into a hearing. All written submissions for Encl. 105 had previously been filed. ISSUE

4. The sole issue for determination is whether the Judgement ought to be stayed pending appeal. DECISION

5. Having considered the written and oral submissions of parties, I had ordered for a stay pending appeal to be allowed only in respect of the interest portion of the Judgement. My reasons are set out below. GROUNDS ADVANCED FOR STAY

6. The Defendants rely on Kosma Palm Oil Mill Sdn Bhd & Ors v Koperasi Serba Guna Makmur Bhd [2003] 4 CLJ 1 (FC) to advance the proposition that " (if) upon balancing all the relevant factors, this court comes to the conclusion that an appeal would be rendered nugatory without the grant of a stay or other interim preservation order, then, it should normally direct a stay or grant other appropriate interim relief that has the effect of maintaining the status quo". The prospect of an appeal being rendered nugatory would mean "that a special circumstance has been established".

7. According to the Defendants, what constitutes special circumstance in this instance would be as follows: a. The Defendants' appeal would be rendered nugatory because the Plaintiff had commenced garnishee proceedings against the Defendants. Additionally, there is a further risk of the Plaintiff taking further steps by way of a winding-up petition, bankruptcy proceedings, and writs of seizure and sale, all of which would cause irreparable damage to the Defendants. b. The amount of interest pursuant to the Judgement is excessive, whereby the combined amount of the principal and interest ordered by the Judgement would exceed the assets of the Defendants (Encl. 115/para 18). c. The Plaintiff's financial position had demonstrated a deteriorating trend. d. Execution efforts by the Plaintiff will lead to the Defendants' loss of income, which ought to be considered a special circumstance, drawing from the analogy of Malayan Banking Berhad v Michael George Labadin & Ors [2010] CLJU 1725. e. Alternatively, the Defendants pray for a conditional stay subject to payment of the Judgement sum or part thereof to the Plaintiff's solicitors as stakeholders. ANALYSIS Whether appeal would be rendered nugatory by ongoing and potential enforcement proceedings

8. An appeal clearly does not operate as a stay (s. 73 Courts of Judicature Act 1964).

9. In this instance, the Judgement relates to a monetary sum. The payment of a monetary sum pursuant to a Judgement cannot render an appeal to be nugatory because monies can always be reimbursed upon a successful appeal.

10. Clearly, "the court will not deprive a successful party of the fruits of his litigation until an appeal is determined, unless the unsuccessful party can show special circumstances to justify it" (Wu Shu Chen (Sole Executrix of the Estate of Goh Keng How, Deceased) v Raja Zainal Abidin bin Raja Hussin & Anor [1995] 3 MLJ 224). Whether the substantial amount of interest payable on the Judgement sum amounts to a special circumstance

11. The Defendants complain that the interest portion of the Judgement is almost equal to the principal Judgement sum, and that such interest amount is the subject of the appeal.

12. Towards this end, the Defendants cite Lim Kok Liam & Sons Sdn Bhd v Lau Choon Wan (Leong Yok Chin Intervener) [1996] 4 CLJ 256 to say that "if a payment is substantially all of the assets of the appellant a stay should be considered favourably. A stay may well be considered if the sum is very large and would necessitate the disposal of assets to comply with the order since the exercise may entail losses that could not be reversed later."

13. The Defendants readily admit that the aggregate of the principal Judgement sum coupled with the interest imposed would exceed the assets of the Defendants (Encl 115/para 18).

14. However, I have sighted the Defendants' financial statement for the year ended 31.12.2024 (Encl 107/p 14) and note that the 1st Defendant's total assets only amount to RM577,112 (Encl 107/p 24). Therefore, whilst the Defendants advance an argument that the interest imposed was exorbitant, I note that the 1st Defendant does not seem to be in the position to even meet the principal Judgement sum.

14. Therefore, the interest element alone cannot constitute a special circumstance in this instance. Whether the Plaintiff's deteriorating financial position constitutes a special circumstance

15. The Defendants rely on Kosma Palm Oil to make the point that an "appeal which would be nugatory if stay was refused by reason of the poverty of the respondent would be an example of special circumstances". Specifically, "it is alleged that there is a danger of the unsuccessful party not being repaid if its appeal is successful".

16. In support of this contention, the Defendants assert that the Plaintiff's financial position had deteriorated. I note from the Experian Report of the Plaintiff (Encl 107/p 57) that the total assets of the Plaintiff had in fact increased from year 2020 to 2024 (Encl 107/p 59). However the Plaintiff's current assets had deteriorated from RM4.07 million in 2020 to RM2.72 million in 2024.

17. The total liabilities of the Plaintiff in 2024 had also increased as compared to the year 2020, rendering the total equity of the Plaintiff to be somewhat constant.

18. What is more worrying to the Defendants is the Plaintiff's deteriorating revenue and profit. From a high of RM9.4 million in 2020, the revenue of the Plaintiff had deteriorated to RM1.98 million in 2024. As for the Plaintiff's profit after tax, it had dropped from RM506,554 in 2020 to a meagre RM3,679 in 2024.

19. These figures, the Defendants say, raise a legitimate concern as to whether the Defendants can be reimbursed the Judgement sum if they were to be successful in their appeal.

20. The Plaintiff relies on Asean Security Paper Mills Sdn Bhd v Mitsui Sumitomo Insurance (Malaysia) Bhd [2008] 2 MLJ 137 (FC) as well as Sarwari a/p Ainuddin v Abdul Aziz a/l Ainuddin [2000] 5 MLJ 391 to contend that the uncertainty of repayment of the Judgement sum ought not be a special circumstance because it constitutes a universal risk.

21. Asean Security Paper Mills does not assist the Plaintiff. In fact, Nik Hashim FCJ acknowledged and applied Re Kong Thai Sawmill (Miri) Sdn Bhd; Ling Beng Sung v Kong Thai Sawmill (Miri) Sdn Bhd & Ors (No 2) [1976] 1 MLJ on the principle that " (an) appeal which would be nugatory if stay was refused by reason of the poverty of the respondent would be an example of special circumstances". However, his Lordship went on to say that the Court was not satisfied on the evidence that the appellant was impecunious (at p 145).

22. Sarwari is also not helpful to the Plaintiff. In Sarwari, Mahadev Shankar J said at p 396 that "the poverty of the plaintiff by itself is not a special circumstance except where there was no reasonable probability of getting the money back if the appeal succeeded. It is not enough to contend that the plaintiff is impecunious and therefore incapable of making reimbursement. Evidence has to be adduced to prove that it is so."

23. In other words, the denial of the stay in both Asean Security Paper Mills and Sarwari was due to the lack of evidence of impecuniosity.

24. In our instance, there seems to be some semblance of evidence to indicate the Plaintiff's deteriorating financial situation. Whether execution efforts by the Plaintiff will lead to the Defendants' loss of income

25. The Defendants say execution efforts by the Plaintiff will lead to their loss of income, and rely on Malayan Banking Berhad v Micheal George Labadin & Ors [2010] CLJU 1725.

26. Micheal George Labadin was a case whereby the High Court allowed a stay because the defendants were advocates and solicitors and being adjudicated bankrupt prior to the appeal would cause them to lose their livelihood.

27. I am not persuaded that the Defendants fall in the same category simply because in Encl 107/para 9, the Defendants themselves aver in their affidavit that the 1st Defendant was no longer carrying out any active business operations.

28. Hence, there is no risk of loss of income arising from the Plaintiff's execution efforts seeing that the 1st Defendant had walked away from its own income prior to this application.

29. I also do not see any averment in the Defendants' supporting affidavit that speaks to the loss of livelihood by the 2nd and 3rd Defendants. Whether there should be a conditional stay in any event

30. The Defendants, in the alternative, seek a conditional stay.

31. Clearly, a conditional stay is granted at the discretion of the Court, in an attempt to balance the competing interests of parties pending appeal.

32. I am mindful of the following factors: a. that a successful litigant ought not to be deprived of the fruits of litigation; b. that the Defendants strongly object to the substantial amount of interest which almost equals the principal Judgement sum; c. that requiring the Defendants to pay the full Judgement sum (principal and interest) at this moment would be beyond the means of the Defendants; and d. that there is some evidence of the Plaintiff's seemingly deteriorating financial position, whereby the Plaintiff's current assets being assets that can be realised in the short term to reimburse any Judgement sum paid in the event of a successful appeal by the Defendants would be enough to cover the principal Judgement sum but not the interest element. CONCLUSION

33. In the circumstance, I exercise my discretion to allow a partial stay of the Judgement, only in respect of the interest element. I make no order as to costs. Dated this 29th day of July, 2026. Chan Kheng Hoe Judicial Commissioner High Court of Malaya Counsels For the Plaintiff:

1. Eric Chee Foo Wei (Messrs Louis Goh & Co) For the Defendants:

1. Koay Ee Teng

2. Eric Teoh Zheng Yang (Messrs Koay Partnership)