Rhb Bank Berhad v C & L Minerals Sdn Bhd (WA-22NCC-652-09/2025)

C & L MINERALS SDN BHD [Company No.: 201101042165 (970285-H)]

CHOO KHEN LON (NRIC No.: 840212-05-5161)

TENG AI LENG (NRIC No.: 821027-14-6500) …DEFENDANTS GROUNDS OF JUDGMENT (Enclosure 17)

This is the Plaintiff’s application for summary judgment pursuant to Order 14 of the Rules of Court 2012 (“ROC 2012”).

Having carefully considered the affidavit evidence, the written submissions of the parties, and the authorities cited, I allowed the Plaintiff’s application.

The Plaintiff is a licensed banking institution.

The First Defendant (“D1”) is the borrower under two facilities granted by the Plaintiff pursuant to a Letter of Offer dated 19 November 2018, read together with subsequent Letters of Variation and Notification Letters. The facilities comprise term loans of RM1,250,000 and RM1,296,450.60 (collectively referred to as “the Facilities”).

The Letter of Offer provide, inter alia, that the Facilities are repayable on demand, that the Plaintiff may vary the interest rate and imposition of late payment interest of 3.5% per annum above the Base Lending Rate. There is a provision for the usual Certificate of Indebtedness (“COI”) clause which states that a certificate signed by the Plaintiff shall be final and conclusive evidence of the amount due and owing from the Defendant, save for manifest error.

The Second (“D2”) and Third Defendants (“D3”) executed a Personal Guarantee dated 13 December 2018, agreeing to be liable as principal debtors for all sums due by D1.

Upon disbursement of the Facilities, D1 was obliged to service the loans in accordance with the agreed terms.

The Plaintiff alleges that D1 failed to service the Facilities satisfactorily.

A Letter of Demand cum Recall dated 20 August 2025 was issued demanding payment of RM108,996.32 under the first facility; and RM1,355,790.40 under the second facility; together with contractual interest.

The Defendants did not settle the outstanding sum. This action was thereafter commenced.

The Plaintiff submits that the procedural requirements of Order 14 ROC 2012 have been satisfied and the Plaintiff is therefore entitled to judgment for the following reasons: i. The COI issued by the Plaintiff constitutes final and conclusive proof of indebtedness pursuant to Clause 16 of the Letter of Offer and Clause 20 of the Guarantee; ii. The Defendants have failed to demonstrate any manifest error in the COI; iii. Interest and late charges imposed by the Plaintiff are contractually permitted; iv. The Facilities are repayable on demand and were lawfully recalled; and v. The guarantors are liable as principal debtors.

The Plaintiff relies, inter alia, on Bank Negara Malaysia v Mohd Ismail & Ors [1992] 1 MLJ 400, Cempaka Finance Bhd v Ho Lai Ying (Trading as KH Trading) & Anor [2006] 2 MLJ 685, PT Bank Maybank Syariah Indonesia v Mindo-Trade Sdn Bhd & Ors [2015] 8 MLJ 289, and RHB Bank Bhd v Ascend I-Corp Sdn Bhd & Ors [2024] MLJU 1576.

The Defendants contend that triable issues arise, namely: i. Alleged non-reflection of instalment payments up to September 2025; ii. Alleged discrepancies between the demand notice and the claim amount; iii. Alleged improper computation of interest and late charges; iv. The COI is allegedly inaccurate and incomplete; v. The recall was allegedly premature due to restructuring and continuing servicing; and vi. The guarantors’ liability is contingent upon proof of the principal debt.

The Defendants argue that these matters warrant a full trial.

The law governing summary judgment is settled. In Bank Negara Malaysia (supra), the Supreme Court held that the defendant need only show the existence of a triable issue. However, the issue must be real and bona fide. Bare assertions are insufficient.

In RHB Bank Bhd (supra), the Court reiterated that once the plaintiff establishes compliance with Order 14, the burden shifts to the defendant to demonstrate a bona fide triable issue.

A conclusive evidence clause in a loan agreement is enforceable. In Cempaka Finance, the Federal Court held that a certificate of indebtedness shifts the burden onto the defendant to disprove the amount claimed. This principle was reaffirmed in PT Bank Maybank Syariah Indonesia (supra), where the Court held that detailed breakdown is unnecessary once a valid certificate is produced.

The Defendants alleged payments up to September 2025 were not captured.

The COI is contractually agreed to be conclusive save for manifest error. Save for a bare averment, the Defendants have not exhibited documentary evidence demonstrating specific omitted payments or mathematical error.

A mere assertion that payments were “not reflected” does not amount to proof of manifest error. This does not constitute a bona fide triable issue. I therefore rejected this allegation as constituting a bona fide triable issue.

A demand letter reflects the amount outstanding at a specific date. Interest accrues thereafter.

The operative document is the COI certifying the amount due as at the relevant date. Unless the COI is impugned on recognisable grounds, the Court is entitled to rely on the COI as evidence of the amount due and owing from the Defendant.

The Defendant has failed to point to, nor am I aware, of any authority that supports the proposition that a claim is defective merely because figures differ from a prior demand.

This alleged discrepancy is therefore legally immaterial.

The Letter of Offer expressly permits variation of interest and imposition of late charges. The Defendants agreed to these terms.

If the computation is allegedly improper, the burden is on the Defendant to convince the Court of the proper or alternative computation. No alternative computation or contractual breach has been demonstrated by the Defendant.

The allegation of excessive interest is therefore unsupported by evidence.

This does not raise a triable issue.

The Defendants rely on Chandran G Nair & Ors v Affin Bank Bhd [2014] 8 CLJ 434, to argue that the Plaintiff must first prove the amount claimed and cannot rely on the COI.

The case of Chandran G Nair (supra) can be distinguished. In that case, the Court of Appeal held that before a COI can be relied upon, there must exist a valid conclusive evidence clause enabling reliance on the COI. As there was no conclusive evidence clause, the Court of Appeal held that the fact and amount of damages must be proven before the same may be awarded.

In the present case, the parties expressly agreed to the conclusiveness of the COI. No fraud or manifest error has been shown. Neither has the Defendant raised issues of fact or law that enables the Court to consider disregarding the COI. The COI therefore remains valid and binding.

The Facilities are expressly repayable on demand. Even if restructuring occurred, the Plaintiff’s right to recall upon default remains intact.

The existence of a tenure up to 2030 does not negate a demand clause. No evidence has been adduced to show the recall was contractually impermissible.

The Defendants’ resistance amounts to a series of bare denials and speculative assertions.

They have not demonstrated manifest error in the COI.

They have not established a bona fide triable issue within the meaning of Bank Negara Malaysia v Mohd Ismail.

Order 14 is designed to prevent Defendants from delaying judgment in cases where the defence is illusory.

This is a clear case supported by contractual documentation and binding authority.

Accordingly, I find that the Defendants have failed to raise any bona fide triable issue.

The Plaintiff’s application for summary judgment was allowed with costs. Dated the 7th day of May 2026 -sgd- ……………………………………………………………………… MUHAMMAD ADAM @ EDWARD BIN ABDULLAH Judicial Commissioner (Commercial Division NCC 4) High Court of Malaya In the Federal Territory of Kuala Lumpur, Malaysia Counsel for the Plaintiff : Ahmad Dzulhaziq Bin Ahmad Mahmod Messrs. Che Mokhtar & Ling Counsel for the Defendants : Kung Khai Hang Messrs. K.G. Chan, Kung & Company

Bank Negara Malaysia v Mohd Ismail & Ors [1992] 1 MLJ 400 2. Cempaka Finance Bhd v Ho Lai Ying (Trading as KH Trading) & Anor [2006] 2 MLJ 685 3. Chandran G Nair & Ors v Affin Bank Bhd [2014] 8 CLJ 434 4. PT Bank Maybank Syariah Indonesia v Mindo-Trade Sdn Bhd & Ors [2015] 8 MLJ 289 5. RHB Bank Bhd v Ascend I-Corp Sdn Bhd & Ors [2024] MLJU 1576

Order 14 of the Rules of Court 2012