K-Link International Sdn Bhd v Goh See AI (WA-22NCC-644-09/2025)

GOH SEE AI (as Joint Administrator of the Estate of Goh Beng Jin, Deceased) (NRIC No.: 960128-14-5988)

JIN XUELU (as Joint Administrator of the Estate of Goh Beng Jin, Deceased and also in her personal capacity) (NRIC MyPR No.: 700124-74-5010)

YAP SO CHU (as Joint Administrator of the Estate of Goh Beng Jin, Deceased) (NRIC No.: 420301-08-5898)

GOH BENG OOI (NRIC No.: 610629-08-5215)

GOH BENG CHUN (NRIC No.: 650104-08-7257)

KHOR KAH KHENG (NRIC No.: 570303-02-6051)

CHAN YOKE FONG (NRIC No.: 640405-02-5472)

HII LEE HIE (NRIC No.: 750614-13-5712)

FUNG WAI LOON (NRIC No.: 780823-14-6159) …DEFENDANTS GROUNDS OF JUDGMENT (Enclosures 4, 14, 64, 65 and 67)

Before this Court are several related applications arising from interim injunctive relief obtained by the Plaintiff against the Defendants. The Plaintiff filed Enclosure 4 as an inter-partes application for injunctive relief. Thereafter, the Plaintiff filed Enclosure 14 ex parte and obtained an ex parte injunction order on 9 October 2025. An ad interim order was later made on 24 October 2025.

The Defendants, by their respective applications, seek to set aside the ex parte order and the ad interim order. They also seek consequential relief, including an assessment of damages pursuant to the Plaintiff’s undertaking as to damages. The Plaintiff, on the other hand, seeks to maintain the injunctive relief pending the final disposal of this suit.

Having considered the affidavits, the written submissions and the authorities cited by the parties, I am not satisfied that the Plaintiff has met the legal threshold for the grant or continuation of the injunction. In substance, I found the relief sought is a Mareva injunction, not merely a proprietary injunction as suggested by the Plaintiff. Once properly characterised as such, the Plaintiff must satisfy the requirements applicable to Mareva relief. On the facts before me, those requirements have not been fulfilled.

The Plaintiff commenced this action against the 2nd and 4th to 9th Defendants on the basis that they had allegedly conspired with the late Goh Beng Jin (“Darren”), to injure the Plaintiff through embezzlement, theft, misappropriation and abuse of the Plaintiff’s funds and assets. The Plaintiff also brought claims against the 1st to 3rd Defendants in their capacity as administrators of Darren’s estate, alleging breaches of fiduciary duties and breaches of trust in respect of shares held in several overseas companies, which the Plaintiff says were acquired using the Plaintiff’s monies and resources.

The Plaintiff is involved in the business of multi-level marketing, including the supply and distribution of health supplements, personal care, household and related products. The late Darren, was during his lifetime, a director and substantial shareholder of the Plaintiff. Following his death on 25 June 2022, the 1st to 3rd Defendants were appointed as joint administrators of his estate pursuant to the Letters of Administration dated 22 September 2023.

The Plaintiff’s claim, in broad terms, is that during Darren’s tenure and effective control, various funds, assets and business opportunities of the Plaintiff were allegedly misapplied, diverted or concealed through several transactions and overseas entities. The Plaintiff alleges that Darren breached fiduciary duties owed to the Plaintiff and that certain other Defendants either participated in, assisted, received the benefit of, or facilitated the impugned transactions.

Among the matters pleaded by the Plaintiff is the allegation that Darren caused the Plaintiff to invest RM3 million into Genesis Global Technology Sdn Bhd (“Genesis”), which the Plaintiff says was a non-operational company associated with the 4th Defendant. Allegations have also been made that fictitious loans, advances or investments were recorded in the Plaintiff’s accounts under a China-based company, Guang Zhou JJQ, when the funds were in fact paid to unrelated third parties. The broader allegation is that Darren, together with the 2nd and 4th to 9th Defendants, was involved in a scheme to misappropriate or divert the Plaintiff’s funds and opportunities and to conceal the same.

The Plaintiff further asserts that shares held by Darren or through his estate in various overseas entities were acquired or held using the Plaintiff’s funds or resources and are therefore held on trust, whether as bare trust or constructive trust, for the Plaintiff. On that basis, the Plaintiff seeks, among other reliefs, declarations of trust, tracing and recovery of the shares or their value, and consequential reliefs against the Defendants.

The Defendants deny the Plaintiff’s claim. The 1st to 3rd Defendants, as administrators of Darren’s estate, accept their appointment as administrators and that Darren had been a director and substantial shareholder of the Plaintiff, but deny that the estate holds the disputed shares on trust for the Plaintiff. They contend that the Plaintiff had not, until the commencement of this action, objected to the manner in which the shares were held, dividends were received, or relevant transfers were made. They further rely on matters such as dividend payments, personal shareholding records, proposed transfers and prior conduct of one ST Loo, the founder-director of the Plaintiff, to say that the pleaded trust case is inconsistent with the contemporaneous dealings of the parties.

The 2nd Defendant is Darren’s widow. She denies any personal involvement in the alleged transactions. Her position is that she was not a director or shareholder of the Plaintiff, and that her appointment in the Chinese companies was made at Darren’s request for compliance purposes because she is a Chinese national. She denies having managed, participated in, or benefited from the alleged China-related transactions and puts the Plaintiff to strict proof.

The 4th and 5th Defendants deny wrongdoing in respect of the Genesis transaction. They contend that Genesis was a legitimate business entity and that the RM3 million paid by the Plaintiff was for the acquisition of shares in Genesis, duly approved by the Plaintiff’s board at the material time. They say that the proposed project later failed due to business and funding difficulties. The 4th and 5th Defendants contend that the Plaintiff’s present allegations are selective and unsupported.

The 6th and 7th Defendants likewise deny the Plaintiff’s allegations. The 6th Defendant accepts that he was a shareholder and former director of the Plaintiff, but maintains that his shareholdings in overseas entities were held legally and beneficially in his own capacity. The 7th Defendant says she was only an employee and former finance manager of the Plaintiff, and was never a shareholder or director of the Plaintiff or of the overseas entities identified by the Plaintiff.

It is against this pleaded background that the Plaintiff filed its applications for injunctive relief, including the ex parte application, to restrain the Defendants from dealing with assets and shares pending the disposal of the suit. The Defendants, in turn, applied to set aside the ex parte and ad interim orders.

On 1 October 2025, the Plaintiff filed Enclosure 4 seeking injunctive relief to restrain the Defendants from removing, disposing of, or otherwise dealing with assets and shares belonging to Darren and/or the Defendants pending the final disposal of the proceedings.

On 8 October 2025, the Plaintiff filed Enclosure 14 ex parte. On 9 October 2025, this Court granted the ex parte injunction order. On 24 October 2025, an ad interim order was made. Thereafter, upon applications by the Defendants and with the Plaintiff’s consent, this Court varied the injunction orders granted. Certain withdrawals were allowed for specific expenses and living expenses, and the personal bank accounts of the 1st and 3rd Defendants, who were sued only as administrators, were unfrozen.

The Plaintiff’s substantive case is premised on alleged breaches of fiduciary duty, breach of trust, dishonest assistance, and knowing receipt. The Plaintiff submits that the relief is proprietary in nature and that the applicable test is the ordinary interlocutory injunction test.

The Defendants resist that characterisation. They submit that the injunction is in truth a Mareva injunction or, as put by some Defendants, a “Mareva in proprietary clothing”. They say the Plaintiff has not established a good arguable case, has failed to show a real risk of dissipation, has failed to make full and frank disclosure, and has failed to justify the grant of ex parte relief.

The Plaintiff’s position is that the applications were necessary to preserve assets said to be beneficially owned by the Plaintiff or held on constructive trust for the Plaintiff. The Plaintiff says that the claim is not merely one for damages but a proprietary claim over shares and assets allegedly acquired or held through misuse of the Plaintiff’s funds.

The Plaintiff submits that Enclosure 14 was filed urgently because the Defendants allegedly evaded service and were taking steps to transfer, deal with, or restructure assets. The Plaintiff relies on alleged service difficulties, dealings with shares and assets, and the possibility that any judgment in its favour may otherwise be rendered nugatory.

The Plaintiff’s pleaded case is that “upon audit investigations being conducted of the Plaintiff, it was discovered that during Darren's tenure as director, substantial sums were siphoned and misapplied from the Plaintiff for personal benefit and related-party transactions. It was also discovered that the 2nd, 4th to 9th Defendants had conspired and/or colluded with Darren to injure the Plaintiff through various acts of embezzlement, theft, misappropriation, and abuse of the Plaintiff's funds and assets.”

On the pleaded forensic or audit report, the Plaintiff submits that although the finalised report was not produced, the Plaintiff relies on other primary documents such as write-off records, correspondence, Bank Negara Malaysia applications, and documents said to evidence dishonest accounting practices.

The Defendants submit that the relief is, in substance, a Mareva injunction because it restrains the Defendants generally from dealing with assets, is expressed by reference to a monetary value, and is justified by allegations of dissipation. The Defendants say that the Plaintiff cannot rely on alleged dissipation to obtain freezing relief, but then retreat to the lower proprietary injunction threshold when challenged.

The 6th and 7th Defendants submit that the Plaintiff’s Amended Statement of Claim includes an alternative prayer for payment of the full value of the shares, which suggests that the claim is not confined to preservation of specific property. They further point out that the reliefs sought restrain dealings with shares, including shares in the Plaintiff itself, over which the Plaintiff cannot sensibly claim a proprietary interest.

The 8th and 9th Defendants similarly submit that the Plaintiff’s allegations of transfers, restructuring, and dissipation mean that the relief must be assessed as freezing-type relief and not as a mere proprietary injunction. They submit that the Plaintiff’s shifting characterisation is impermissible.

The Defendants also place considerable emphasis on the absence of the audit or forensic report. The 1st to 5th Defendants submit that although the Plaintiff asserted that an audit investigation had been conducted and that misappropriation was discovered during Darren’s tenure, the audit investigation report was not exhibited. They submit that, in the absence of the finalised report, the allegations remain unsubstantiated and the Defendants are deprived of a fair opportunity to respond.

The 6th and 7th Defendants adopt a similar position. They ask rhetorically where the audit report is, if the alleged audit investigation had truly revealed siphoning or misapplication of funds. They further submit that the Plaintiff later stated that the forensic report had not yet been finalised, thereby creating an inconsistency between the assertion that misappropriation had been “discovered” and the absence of any completed report.

I must begin with the proper characterisation of the relief. This is important because the legal threshold differs materially depending on whether the relief is properly proprietary in nature or whether it is, in substance, a Mareva injunction.

A proprietary injunction is directed at preserving specific property over which the plaintiff asserts a proprietary or beneficial interest. A Mareva injunction, by contrast, operates to restrain a defendant from dealing with assets so that the court’s process and any eventual judgment are not frustrated.

The Plaintiff submits that the claim is proprietary because it pleads breach of trust, constructive trust, dishonest assistance and knowing receipt. While that may explain the juridical foundation of part of the claim, the nature of the interlocutory relief must be determined not merely by labels, but by the substance of the prayers, and the practical operation of the orders sought by the Plaintiff.

The reliefs in the present application are not confined to specifically identified trust property. They are framed broadly to restrain dealings with assets generally, including assets of the estate and assets of the Defendants, up to a very substantial monetary value. The relief is also justified by reference to alleged dissipation and the risk that judgment may be rendered nugatory. These, to my mind, are hallmarks of Mareva relief.

I accept the Defendants’ submission that the Plaintiff cannot characterise the injunction as proprietary merely to invoke the lower threshold, when the affidavit evidence and reliefs sought reveal a freezing order in substance. The 6th and 7th Defendants correctly point out that the Plaintiff’s own pleadings include an alternative claim for the monetary value of the shares. They also point out that the injunction extends to shares in the Plaintiff company itself, over which the Plaintiff does not appear to assert a proprietary claim.

The 8th and 9th Defendants’ criticism is also forceful. The Plaintiff cannot rely on allegations of contemporaneous transfers, restructuring, divestment, and dissipation to justify urgent ex parte restraint, and thereafter say that the lower proprietary injunction threshold applies.

I therefore hold that the injunction sought in Enclosures 4 and 14 is, in substance, a Mareva injunction. The Plaintiff must therefore satisfy the requirements for Mareva relief.

A plaintiff seeking Mareva relief must establish three matters. These are a good arguable case, assets within the jurisdiction, and a real risk of dissipation of assets (see: Lee Kai Wuen & Anor v Lee Yee Wuen [2022] 7 CLJ 505).

In Biasamas Sdn Bhd & Ors v Kan Yan Heng & Anor [1998] 4 CLJ 754, the Court of Appeal explained that the plaintiff need not show a case as strong as one warranting summary judgment, but must show, on the evidence available, a fair chance of obtaining judgment. The Court of Appeal held that good arguable case simply means “the respondents need not show that they have a case so strong as to warrant summary judgment nor even a strong prima facie case. It would generally be sufficient if the respondents can show on the evidence available, there is a fair chance that they will obtain judgment against the appellants.”

As to dissipation, it is not enough to assert a risk. There must be solid evidence placed before the Court to enable an assessment that the risk is real. The evidence may be direct, or it may consist of circumstances from which the Court may properly infer a real risk. But the evidence must be there. A mere assertion of risk is insufficient.

The Plaintiff’s pleaded case is serious. It alleges systematic misappropriation, misuse of corporate funds, dishonest assistance, knowing receipt, and the holding of shares or assets on trust. But the seriousness of the allegation does not itself establish a good arguable case. The Court must examine the evidential foundation placed before it.

A central plank of the Plaintiff’s case is the alleged audit or forensic investigation. The Plaintiff asserts that after suspicious accounts were discovered, an audit investigation was caused to be carried out and it was then discovered that substantial sums had been siphoned and misapplied during Darren’s tenure. That allegation is said by the Defendants to appear in paragraph 6 of the Plaintiff’s Affidavit in Support. However, the audit report was never produced.

In my judgment, the non-production of the audit or forensic report is a significant evidential deficiency. It is not a peripheral document. It is the very document said to explain how the alleged wrongdoing was discovered and how the alleged misappropriation was identified.

The Plaintiff contends that it has produced other primary documents. That may well be so. However, where the Plaintiff itself relies on the audit investigation as the basis upon which misappropriation was discovered, the Court is entitled to expect the report or investigation document to be produced, or at least for its non-production to be satisfactorily explained.

The position is made more difficult by the Plaintiff’s subsequent explanation that the forensic report had not yet been finalised. That creates a difficulty in the Plaintiff’s case. If the report has not been finalised, the Court is left to ask how definitive conclusions of siphoning and misappropriation were reached. If such conclusions had been reached, the Court is left to ask why the report or working material was not produced.

This deficiency affects both the Plaintiff’s good arguable case and the duty of full and frank disclosure. It also affects the Defendants’ ability to respond meaningfully. The 1st to 5th Defendants submit, correctly in my view, that without the finalised audit investigation report, the allegations remain insufficiently substantiated and the Defendants are deprived of a fair opportunity to respond.

The Defendants’ reliance on Kontron Design Manufacturing Services (M) Sdn Bhd & Anor v Quah Sin Chye & Ors [2011] CLJU 1088 is apposite. In that case, the Court treated the failure to produce the final forensic investigation report as material in considering whether the ex parte injunction should be dissolved. The Court held that the plaintiffs’ case relied on hearsay gathered in an investigation report, but the final forensic investigation report was not produced or exhibited. The Court invoked Section 114(g) of the Evidence Act 1950 and held that the defendants had raised sufficient grounds to dissolve the ex parte injunction.

I do not say that every case involving an audit necessarily requires the production of a final forensic report before interim relief may be granted. Each case turns on its own facts. But in this case, the Plaintiff’s own affidavits and submissions place the audit investigation at the centre of the alleged discovery of wrongdoing. The report is therefore not only material but crucial to the Plaintiff’s case.

The Plaintiff has not persuaded me that the other documents exhibited cure this gap. At this interlocutory stage, the Court need not conduct a trial. But the Court must still be satisfied that there is a good arguable case on credible material. The absence of the central audit or forensic report leaves the Plaintiff’s case, on this application, resting substantially on assertions and inferences. That simply is insufficient for the Court to grant Mareva relief, which is draconian in nature.

I therefore find that the Plaintiff has not established a good arguable case sufficient to justify Mareva relief.

For completeness, I will also address the question whether there is a real risk of dissipation. This is a distinct and essential requirement. It is not enough that the Plaintiff has serious allegations. Nor is it enough that the Defendants may have dealt with assets in the ordinary course or in a manner consistent with estate administration or corporate restructuring. The Plaintiff must show, by solid evidence, a real risk that assets will be dissipated to frustrate enforcement of a future judgment.

The Plaintiff relies on several matters. These include the administration and distribution of Darren’s estate, the registration of certain shares under the estate, an EGM convened for the transfer of shares in PT K-Link Indonesia and PT Mitra Alam Sinar Sejahtera, disposal of a property by the 2nd Defendant, and a proposed EGM concerning the sale of PT Mitra Alam Sinar Sejahtera. These matters are summarised in the Defendants’ submissions as the Plaintiff’s basis for alleging dissipation.

In my judgment, these facts do not, without more, establish a real risk of dissipation. Some of the matters relied upon are consistent with administration of an estate following the grant of Letters of Administration. Some are corporate steps which may or may not ultimately be impugned at trial. A Mareva injunction requires more than the fact that assets are being dealt with. The dealing must indicate a real risk that assets will be put beyond reach with the intention or effect of frustrating enforcement.

The Defendants’ submission on this point is persuasive. The Court of Appeal in Lee Kai Wuen emphasised that a plaintiff must demonstrate the risk by solid evidence, whether direct evidence of prior conduct showing lack of probity, or circumstances from which such a risk may properly be inferred.

Here, there is no sufficient direct evidence that the Defendants are seeking to dissipate assets to frustrate a judgment. Nor do the surrounding circumstances, viewed objectively, justify such an inference. The Plaintiff’s reliance on alleged service evasion does not fill the gap.

I accept that deliberate evasion of service may, in an appropriate case, form part of the matrix from which risk may be inferred. The facts here do not justify such a conclusion. The 6th and 7th Defendants point out that the Plaintiff’s complaint was essentially that the process server failed to get past security guards, and that there were uncertainties and errors in the attempted service. They submit that such matters cannot be equated with deliberate evasion of service.

The 8th and 9th Defendants make a similar point. They submit that, as against the 8th Defendant, there was only a purported WhatsApp attempt on 6 October 2025, and there was no sufficient affidavit evidence of effective attempts to serve the 9th Defendant before the filing of Enclosure 14. They say the Plaintiff’s allegation of evasion is selective and creates a false sense of urgency.

I am not satisfied that the evidence of attempted service rises to the level of deliberate evasion or contempt. Even if there were difficulties in service, that is not the same as evidence that the Defendants were dissipating assets to frustrate judgment.

I therefore find that the Plaintiff has failed to establish a real risk of dissipation.

Enclosure 14 was made ex parte. The Plaintiff was therefore under a heightened duty of candour. Order 29 Rule 1(2A) of the Rules of Court 2012, requires an affidavit in support of an ex parte injunction to contain a clear and concise statement of, among other things, the facts giving rise to the claim, the facts giving rise to the application, the facts relied on to justify the ex parte application, any likely answer by the other party, and any facts which may lead the Court not to grant the application ex parte or at all.

In Motor Sports International Ltd & Ors v Delcont (M) Sdn Bhd [1996] 3 CLJ 483, the Court of Appeal succinctly held as follows: “The provisions of O. 29, r. 1(2A) were introduced by amendment in order to ensure that ex parte injunctions of any sort were not granted willy-nilly, but only in cases where they were truly called for. In order to ensure that the policy behind the introduction of r. 1(2A) is not defeated, High Courts must demand strict compliance with its terms. More so, when the relief applied for is in the nature of a Mareva or an Anton Piller type of injunction because of the incalculable harm and damage that may be caused to a defendant by the grant of either of these orders. Having perused the affidavit in question, we find that there has not been even a feeble attempt to meet the requirements of r. 1(2A), especially sub-paragraph (d) thereof. On this ground alone, the ex parte injunction ought to have been dissolved by the learned Judge.”

In my judgment, the non-disclosure of the audit or forensic report is material. The report was central to the Plaintiff’s case. It formed the basis of the alleged discovery of misappropriation. Its absence deprived the Court of the opportunity to assess the foundation, methodology and reliability of the Plaintiff’s allegations. It also deprived the Defendants of the ability to meet the case properly.

I also accept that the Plaintiff did not sufficiently explain why ex parte relief was necessary. The 6th and 7th Defendants rely on All Kurma Sdn Bhd v Teoh Heng Tatt & Ors [2022] 9 CLJ 526, which I find apposite. There, the High Court warned that a plaintiff cannot justify an ex parte Mareva injunction merely by repeating the allegations in the statement of claim or by asserting wrongdoing generally.

That principle applies here. Allegations of wrongdoing do not automatically justify ex parte relief. The Plaintiff had to show why notice could not be given, and why immediate relief was required without hearing the Defendants. The evidence placed before me does not sufficiently establish such urgency.

The Plaintiff says that even if there was non-disclosure, the Court should consider whether justice nevertheless requires the injunction to continue. I accept that proposition as a matter of law. On the facts of this case, however, the non-disclosure goes to the heart of the claim and the threshold requirements for Mareva relief. The Court cannot fairly continue a freezing order where the central evidential plank remains undisclosed or incomplete.

For the reasons above, I find that the injunction sought by the Plaintiff is, in substance, a Mareva injunction. The Plaintiff has not established a good arguable case. The Plaintiff has also failed to show a real risk of dissipation of assets. Further, the non-production of the audit or forensic report, despite the Plaintiff’s reliance on the audit investigation as the basis for the alleged discovery of wrongdoing, constitutes a serious evidential deficiency and a material matter in the context of full and frank disclosure.

Accordingly, Enclosures 4 and 14 are dismissed with costs. The Defendants’ application to set aside the injunction orders are granted. The ex parte injunction order dated 9 October 2025 and the ad interim order dated 24 October 2025 are set aside.

As the Plaintiff gave the usual undertaking as to damages, and as the Defendants have sought assessment of damages occasioned by the ex parte order, I order that damages, if any, arising from the injunction be assessed. Dated the 30th day of June 2026 -sgd- ……………………………………………………………………… MUHAMMAD ADAM BIN ABDULLAH Judicial Commissioner (Commercial Division NCC 4) High Court of Malaya In the Federal Territory of Kuala Lumpur, Malaysia Counsel for the Plaintiff : Michael Chow Keat Thye together with Wong Zhi Khung, Yeong Wen Ling, Neoh Kai Sheng, and Law Yee Xuan (Pupil in Chambers) Messrs. Wong & Yeong Counsel for the Defendants : Lee Hoe Leong together with Kong Kai Yan for the 1st to the 5th Defendants Messrs. HL Lee & Co Angeline Low for the 6th and 7th Defendants Messrs. Lu-Yen Choi Kian You for the 8th and 9th Defendants Messrs. K.Y. Choi

All Kurma Sdn Bhd v Teoh Heng Tatt & Ors [2022] 9 CLJ 526 2. Biasamas Sdn Bhd & Ors v Kan Yan Heng & Anor [1998] 4 CLJ 754 3. Kontron Design Manufacturing Services (M) Sdn Bhd & Anor v Quah Sin Chye & Ors [2011] CLJU 1088 4. Lee Kai Wuen & Anor v Lee Yee Wuen [2022] 7 CLJ 505 5. Motor Sports International Ltd & Ors v Delcont (M) Sdn Bhd [1996] 3 CLJ 483

Section 114(g) of the Evidence Act 1950 2.