CHAN SOOK LING 45 [NRIC No.: 610309-08-6438] DEFENDANTS GROUNDS OF JUDGMENT Introduction 50 [1]. This application invites the court to determine whether a second private caveat lodged by the first defendant on 27 September 2024 over three parcels of land registered to the plaintiff can lawfully stand, or whether it represents an impermissible attempt to revive rights already settled. At the heart of the 55 dispute lies a Sale and Purchase Agreement dated 8 November 2018, a consent judgment recorded on 19 April 2023, and the d Majlis Bandaraya S/N nEb1xPb5IUefyYmqlq31pg Ipoh (MBI) approval letter, which is said to trigger a RM10 million entitlement. The plaintiff insists that no present 60 proprietary interest exists. At the same time, the defendants assert a subsisting equitable right, calling upon the court to examine whether the caveat mechanism has been properly invoked or fundamentally misused. Background Facts 65 [2]. The first defendant was the registered proprietor of three parcels of land located in Bandar Ipoh, Kinta, Perak. The plaintiff entered into a Sale and Purchase Agreement dated 8 said lands for a total purchase price of RM11.5 million. The SPA 70 contained Special Express Conditions in its Third Schedule, providing that if the lands obtained approval for a high-rise condominium development within five years from the date of the SPA, the vendor (first defendant) would be entitled to an additional RM10,000,000 (RM5,000,000 payable in cash and 75 RM5,000,000 in the form of properties) within the same development. [3]. Disputes subsequently arose between the parties concerning payment obligations and delays in development progress. The defendants commenced legal proceedings against the plaintiff, 80 which were eventually resolved by a consent judgment dated 19 April 2023 before Justice Bhupindar Singh Gurcharan Singh in Civil Suit No. AA-22NCvC-97-12/2021. Under the consent S/N nEb1xPb5IUefyYmqlq31pg judgment, the plaintiff agreed to pay the defendants RM5,000,000, and the defendants were permitted to reserve 85 their right to claim a further RM10,000,000 as stipulated under the SPA, contingent upon the fulfilment of the special condition tied to the development approval. [4]. The plaintiff duly complied with the consent judgment by paying the defendants a sum of RM5,000,000. Pursuant to the terms 90 of that settlement, the defendants were obligated to withdraw the private caveat previously lodged over the lands. However, despite full payment having been made, the defendants refused to do so. Consequently, the plaintiff was compelled to file an application for its removal. Justice Norsharidah Awang, 95 presiding in Civil Suit No. AA-24NCvC-191-05/2023, allowed the p removal of the first caveat, holding that the consent judgment had been fully complied with. [5]. Meanwhile, the defendants had filed a counterclaim in Civil Suit 100 No. AA-22NCvC-49-05/2024, pending before Justice Dato Abdul Wahab Mohamed, in which they counterclaimed to enforce their alleged entitlement to RM10,000,000 (comprising That matter is fixed for hearing on 12 and 13 January 2026. 105 Despite the removal of the first caveat, the defendants lodged a second caveat on 27 September 2024, claiming entitlement to RM5,000,000 worth of properties under the SPA s special S/N nEb1xPb5IUefyYmqlq31pg condition. The plaintiff now challenges this second caveat in the present proceedings. 110 [6]. During the Zoom hearing on 30 September 2025, the plaintiff s counsel addressed the issue of the Majlis Bandaraya Ipoh (MBI) letter of relied upon by the defendants. The plaintiff submitted that this letter, dated 17 September 2019, was not new evidence it had been available long before the 115 consent judgment was recorded and even formed part of the earlier record. The defendants, however, never relied upon it in those proceedings. The plaintiff argued that the omission to raise the letter earlier demonstrated that the defendants themselves did not view it as having triggered the special 120 condition or creating any enforceable right under the SPA. [7]. The plaintiff further submitted that the lulus bersyarat letter only amounted to a conditional and provisional approval, subject to compliance with technical requirements, including the construction of an access road. As those conditions remain 125 unsatisfied, no right to payment or proprietary interest could have arisen. The plaintiff maintained that the defendants renewed reliance on the MBI letter at the instance of the second caveat was an afterthought, intended to revive a claim that had already been concluded under the Consent Judgment. The 130 plaintiff contended that because the MBI letter had been available at the time of the consent judgment and first caveat removal application, the defendants are estopped from reopening or re-litigating the same issue, having chosen to S/N nEb1xPb5IUefyYmqlq31pg settle without invoking it. By their conduct, the defendants 135 affirmed that the letter did not trigger any entitlement under the SPA. Having benefited from the consent judgment and received RM5,000,000, they cannot now rely on that letter to justify a second caveat. The plaintiff thus invokes the principle of issue estoppel and the finality of consent orders to preclude the 140 defendants from asserting a fresh claim based on facts already known and available at the material time. The Applicable Law [8]. The Court of Appeal in Luggage Distributors (M) Sdn Bhd v Tan Hor Teng & Anor [1995] 3 CLJ 520; [1995] 2 AMR 969; 145 [1995] 1 MLJ 719, established a structured three-stage approach to determine whether a caveat should remain on land: a) The first stage requires the court to examine the grounds stated in the caveat application. If those grounds, as expressed in Form 19B, fail in law to disclose any valid 150 caveatable interest, the caveat must be removed without further inquiry. b) If the initial legal threshold is met, the inquiry proceeds to the second stage, where the caveator must demonstrate, through affidavit evidence, that their claim raises a serious 155 question to be tried. The degree of proof varies according to the nature of the dispute, but the burden remains on the caveator to demonstrate that a bona fide issue exists, warranting judicial examination. S/N nEb1xPb5IUefyYmqlq31pg c) Finally, once both thresholds are crossed, the court 160 considers the balance of justice or convenience, weighing the potential prejudice to the landowner against the caveator s asserted rights. Only when all three elements are satisfied may a caveat be permitted to remain, as a caveat is a serious restriction on property rights and 165 should not subsist longer than necessary. [9]. In Goo Hee Sing v Will Raja Perumal & Anor [1993] 3 MLJ 610; [1994] 1 CLJ 255; [1993] 2 AMR 3200; [1993] 3 MLRH 470, Justice Mahadev Shankar held that to sustain a caveat, the 170 claim must relate to a present legal or equitable interest in the land. A mere contingent or future claim (in futuro) does not amount to a caveatable interest. The right asserted must exist in praesenti, not depend on future events or conditions. [10]. In Score Options Sdn Bhd v Mexaland Development Sdn 175 Bhd [2012] 6 MLJ 472; [2012] 6 MLJ 475; [2012] 7 CLJ 802; [2012] 5 AMR 485; [2012] 6 MLRA 216, the court reiterated that under section 323(1)(a) of the National Land Code (NLC), a caveator must demonstrate an existing, registrable interest in the land. The law does not extend protection to parties asserting 180 potential, expectant, or future interests. Therefore, a caveat can only subsist if the interest claimed is presently enforceable and not speculative or contingent. [11]. In Ng Li Lin v Ting Tian Hwa [2017] 4 CLJ 522; [2017] 10 MLJ 626; [2017] 1 MLRH 266; [2016] 6 AMR 876, His Lordship 185 S/N nEb1xPb5IUefyYmqlq31pg Vazeer Alam J (as he then was) decided that if a caveator fails to clearly state the grounds and the precise nature and extent of the alleged interest in Form 19B or 19D, the caveat cannot stand. An inaccurate or insufficient statement of grounds is a fatal defect, justifying removal of the caveat, as the court cannot 190 identify any definite or registrable interest. [12]. In Wong Fook Seng v Mrs Fredericks Nee Khoo Swee Choo [1998] 6 MLJ 321; [1998] 3 CLJ 1002, Low Hop Bing J (as he then was) affirmed that the existence of a caveatable interest is a sine qua non, an essential condition for maintaining a private 195 caveat. Without such interest, the caveat has no legal foundation and must be removed from the land register. [13]. In Wong Kuan Tan v Gambut Development Sdn Bhd [1984] 2 MLJ 113; [1984] 2 CLJ 26; [1997] 4 MLRH 430, His Lordship Hashim Yeop A. Sani J (as he then was) similarly ruled that 200 before a caveator can lodge or maintain a caveat under section 323 of the NLC, he must first satisfy the court that he possesses a legally recognisable caveatable interest. Only upon such proof can the caveat lawfully remain on the title. 205 [14]. The p d entered on 27 September 2024, is legally baseless because it arises from matters already settled by the consent judgment of 19 April 2023. The plaintiff had fully paid RM5,000,000 under S/N nEb1xPb5IUefyYmqlq31pg that consent judgment, while the defendants alleged entitlement 210 to an additional RM10,000,000 remains contingent on future development approval that has yet to materialise. [15]. As such, the defendants claim does not constitute a present proprietary or registrable interest but merely a future contractual expectation, which cannot support a caveat under Section 323 215 of the National Land Code. The plaintiff contends that any such future right must be pursued by separate legal proceedings rather than by maintaining a caveat over the land title. The defendants right, if any, is a contractual one in personam and not a proprietary right in rem. 220 [16]. The plaintiff prays for the private caveat registered on 27 September 2024 under Presentation No. 20195/2024 be removed and that damages be assessed [17]. The defendants contend that they possess a valid equitable and 225 caveatable interest in the land, arising from the Sale and Purchase Agreement (SPA) dated 8 November 2018 and the consent judgment of 19 April 2023. They submit that a clerical error in the statutory declaration mistakenly referred to 11 November 2018. Their proprietary right, they argue, is 230 supported by three relevant and connected instruments: a) the consent judgment, which preserved their right to pursue additional claims; S/N nEb1xPb5IUefyYmqlq31pg b) the Special Express Condition in the SPA, entitling them to an extra RM10 million upon development 235 approval; and c) approval letters from the Majlis Bandaraya Ipoh (MBI) confirming planning permission for high-rise development within the stipulated five-year period. 240 [18]. The defendants assert that this MBI approval triggered the special condition, giving them an enforceable right to both RM5 million in cash and RM5 million in contract properties. [19]. They submit that this triggered entitlement creates an equitable proprietary interest in rem, not merely a contractual right in 245 personam, justifying the lodging of the caveat to preserve the subject matter. The consent judgment, according to them, does not extinguish but rather confirms their continuing entitlement, as Clause 2 expressly reserves their right to enforce the RM10 million claim. They further point out that a related suit to enforce 250 this right is pending before Justice Abdul Wahab s court in January 2026, and the caveat serves to maintain the status quo pending adjudication. [20]. The earlier caveat concerned the payment of RM5 million and is now on appeal, while the present one relates to the unfulfilled 255 obligation that triggered the special condition for an additional RM10 million. The defendants maintain that the caveat is a legitimate safeguard, especially since the plaintiff has allegedly S/N nEb1xPb5IUefyYmqlq31pg attempted to dispose of the land. They emphasise that the MBI s conditional approval remains valid, making actual 260 construction irrelevant to trigger the obligation to pay according to the special condition. Therefore, their caveat lawfully protects a subsisting proprietary interest. Issues for Determination a) lulus bersyarat letter validly triggered 265 b) Whether the defendants possess a present proprietary or registrable interest under Section 323 NLC arising under the special condition and the consent judgment. c) Whether the d 270 by the final consent judgment of 19 April 2023. d) Whether the first stage of the Luggage Distributors test satisfied? COURTS FINDING Issue a letter validly 275 ? [21]. During the Zoom hearing on 30 September 2025, learned counsel for the plaintiff addressed in detail the d reliance on the MBI lulus bersyarat letter. The court notes the p 280 2019, was not new evidence; it had been available since 2019 S/N nEb1xPb5IUefyYmqlq31pg and had already formed part of the record in the earlier proceedings, well before the consent judgment was recorded before Justice Bhupindar Singh on 19 April 2023. Despite having full knowledge of its existence, the defendants never 285 relied upon the letter nor asserted that it triggered the Special Express Condition at the material time or at the instance of the first caveat removal application. This omission, according to the plaintiff, reflects the d insufficient to create any immediate entitlement under the SPA. 290 [22]. The court further accepts the p lulus bersyarat approval was conditional and provisional, subject to compliance with technical and regulatory requirements, including the construction of an access road. These conditions remain outstanding. As such, the approval could not, in law or 295 in fact, have crystallised any payment or proprietary right in favour of the defendants. The plaintiff contended, and this court agrees, that the d afterthought, aimed at reviving a claim that had already been settled under the consent judgment. 300 [23]. Having voluntarily entered into the consent judgment without invoking the alleged approval, the defendants are now estopped from reopening or re-litigating the same issue. Their conduct amounts to an affirmation that the MBI letter did not trigger any entitlement at the material time. After having received RM5 305 million under the consent Judgment, the defendants cannot S/N nEb1xPb5IUefyYmqlq31pg subsequently rely on the same letter to support a second caveat. [24]. Significantly, no claim of a triggered Special Express 310 application, despite the MBI letter being fully within the d highlights that the alleged approval was not considered to activate any proprietary right. The principles of issue estoppel and the finality of consent orders therefore preclude the defendants from asserting a new 315 claim based on facts already known and available during the earlier proceedings. Issue b: Whether the defendants possess a present proprietary or registrable interest under Section 323 NLC arising under the special condition and the consent judgment? 320 [25]. The court finds that the defendants do not possess any present proprietary or registrable interest capable of sustaining a private caveat under Section 323 of the National Land Code. The Special Express Condition in the SPA grants the defendants only a contingent entitlement, payable if and when a valid 325 development approval is obtained within the stipulated five-year following the SPA date. For the reasons already discussed, the lulus bersyarat letter did not constitute such a triggering approval, as it remained conditional and subject to unfulfilled technical requirements at the material time. Consequently, no 330 contractual right has crystallised into a proprietary interest in the land within the five years from the SPA date, constituting a S/N nEb1xPb5IUefyYmqlq31pg registrable interest capable of sustaining a private caveat under Section 323 of the NLC. [26]. The consent judgment similarly does not confer any immediate 335 proprietary entitlement. It merely reserves the d to pursue the RM10 million (part cash and part property) claim based on an anticipated trigger, by the Special Express Condition. The reserved right to sue in the future, subject to lulus bersyarat, is a personal, conditional contractual 340 right in personam. Section 323 NLC permits a caveat only where a party asserts an existing legal or equitable interest, not a prospective, speculative, or future claim; (see Goo Hee Sing (supra) and Score Options Sdn Bhd (supra)). [27]. Accordingly, the court holds that the defendants have no 345 present caveatable interest, and the second private caveat cannot be sustained in law. Issue c barred by the final consent judgment of 19 April 2023? [28]. The Consent Judgment recorded on 19 April 2023 represented 350 a final and binding settlement of all disputes then existing between the parties. Under its terms, the p RM5,000,000 amounted to full satisfaction of all claims. At the same time, the defendants were merely allowed to reserve a contingent right to pursue the additional RM10,000,000 if and 355 when the Special Express Condition under the SPA was validly triggered within the contractual period of 5 years from the date S/N nEb1xPb5IUefyYmqlq31pg of SPA i.e by 8.11.2023, with the approval from MBI. Notably, the MBI ulus bersyarat letter, presently relied upon by the defendant to justify the second caveat, was already in existence 360 before the consent judgment but was never raised by the defendants, whether at the time the consent judgment was recorded or during the first caveat removal application, despite having every opportunity to do so. [29]. Consent judgments carry the same finality as adjudicated 365 decisions and cannot be circumvented through collateral mechanisms such as caveats. The second caveat, which relies on the same SPA terms and on the same alleged entitlement, constitutes an attempt to revive a settled issue through an impermissible route. Any claim based on the Special Express 370 Condition under the SPA can only be pursued by a valid challenge to the consent judgment in a fresh action, as the defendants have counterclaimed in Civil Suit No. AA-22NCvC-Wahab, and likely with an interim preservation order, rather than 375 unilaterally encumbering the land through a private caveat. Issue d: Whether the first stage of the Luggage Distributors test satisfied? [30]. Having considered the authorities governing the law of caveats, the court is satisfied that the d 380 fails at the very first stage of the Luggage Distributors test. The grounds stated in Form 19B, as discussed above, do not, on their face, disclose any present, definite, or registrable S/N nEb1xPb5IUefyYmqlq31pg proprietary interest capable of supporting a caveat under Section 323 of the National Land Code. 385 [31]. The d Special Express Condition is misplaced. The entitlement remains contingent and uncrystallised lulus letter, which was required to trigger the condition, was available since 2019, however it was never invoked by the 390 defendants when the consent judgment was recorded, nor during the first caveat removal application. Their omission demonstrates that even the defendants did not regard the letter as activating any immediate right under the SPA. Further, the letter itself constitutes only conditional and provisional approval, 395 subject to outstanding technical requirements, including the construction of an access road. These conditions remain unmet. In such circumstances, the approval could not, in law or in fact, create any present proprietary entitlement. What the defendants assert is therefore merely a future expectation, which does not 400 qualify as a caveatable interest in praesenti under Section 323 of the NLC. [32]. The principles in Wong Fook Seng (supra) and Wong Kuan Tan (supra) establish that the existence of a present and identifiable caveatable interest is a sine qua non for the 405 maintenance of any private caveat. The burden rests firmly on the defendants to demonstrate such an existing proprietary right, and they have failed to do so. Having not satisfied even the first limb of the Luggage Distributors test, the court need S/N nEb1xPb5IUefyYmqlq31pg not proceed to examine the second or third stages. In the 410 absence of any lawful foundation for the caveat, it cannot remain on the register and must be removed forthwith. [33]. This court is not going to hold it against the defendant for the alleged erroneous reference to a non-existent agreement dated 11 November 2018. On the contrary, it is just an accidental error 415 committed by mistake. This defect does not go to the core of the inaccurate and unreliable. Conclusion [34]. Having considered the written submissions and oral 420 submissions via Zoom, as well as the authorities referred to by the parties, the court finds that the defendants possess no present or registrable proprietary interest under section 323 NLC. Their alleged right under the Special Express Condition is still conditional and has not materialised, and it can only be 425 pursued in the separate lawsuit that is already pending. At the same time, the consent judgment of 19 April 2023 already settled all previous disputes between the parties, meaning the defendants cannot now rely on the MBI letter to revive a claim that they chose not to raise earlier. The second caveat 430 unjustifiably restricts the p dated 27 September 2024 under Presentation No. 20195/2024 is hereby ordered to be removed with RM5,000 costs to the S/N nEb1xPb5IUefyYmqlq31pg plaintiff, and damages to be assessed under section 329(1) of the NLC. 435 Dated : 28 November 2025 440 [MOSES SUSAYAN] JUDGE HIGH COURT IN MALAYA 445 AT IPOH, PERAK Counsel : For the plaintiff : Babu Raj Raja Gopal 450 Advocates and Solicitors [Messrs Kean Chye & Sivalingam] Ipoh, Perak For the defendants : Norazali bin Nordin 455 (together with Chan Kai Min) Advocates and Solicitors [Messrs Chan & Associates] Ipoh, Perak S/N nEb1xPb5IUefyYmqlq31pg HEADNOTE 460 LAND LAW: Private caveat Removal Whether caveatable interest disclosed Sale and Purchase Agreement with special condition consent judgment superseding earlier contractual rights Whether letter did trigger the Special Express Condition, as the approval remained conditional and subject 465 to unmet technical requirements Whether the defendants possessed present legal or equitable proprietary interest Whether a contingent contractual expectancy sufficient to sustain a caveat under s 323 NLC Whether the consent judgment carried finality equivalent to an adjudicated decision, thereby barring the defendants 470 from re-litigating or reviving matters available at the time but not raised Whether issue estoppel applies Whether the caveat failed the first stage of the Luggage Distributors test, as the grounds in Form 19B disclosed no present caveatable interest. 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