Malaysia legislation
Section 15
Section 15
The principal Act is amended by inserting after section 38
the following sections:
“Compounding of offences 38a. (1) The Registrar may, with the consent in writing of the Public Prosecutor, compound any offence committed by any person under this Act and the laws specified in the First
Schedule by making a written offer to the person suspected to have committed the offence to compound the offence upon payment to the Registrar an amount of money not exceeding fifty per centum of the maximum fine for that offence within such time as may be specified in the written offer.
(2)
An offer under subsection (1) may be made at any time after the offence has been committed but before any prosecution for it has been instituted, and if the amount specified in the offer is not paid within the time specified in the offer, or such extended time as the Registrar may grant, prosecution for the offence may be instituted at any time after that against the person to whom the offer was made.
(3)
Where an offence has been compounded under subsection (1), no prosecution shall be instituted in respect of the offence against the person to whom the offer to compound was made, and any equipment, instrument, material, book, record, account, document or thing seized under this Act and the laws specified in the First Schedule in connection with the offence may be released by the Registrar, subject to such terms and conditions as the Registrar thinks fit to impose in accordance with the conditions of the compound.
(4)
All sums of money received by the Registrar under this section shall be paid into the fund established under section 28.
(5)
In relation to the offences that may be compounded under subsection (1), the Minister may prescribe the offences that may be compounded and the procedures for compounding such offences.
Offences by body corporate 38b. (1) If a body corporate commits an offence under this
Act or the laws specified in the First Schedule, any person who at the time of the commission of the offence was a director, partner, chief executive officer, chief operating officer, manager, secretary or other similar officer of the body corporate or was purporting to act in any such capacity or was in any manner or to any extent responsible for the management of any of the affairs of the body corporate or was assisting in such management—
(a)
may be charged severally or jointly in the same proceedings with the body corporate; and
(b)
if the body corporate is found guilty of the offence, shall be deemed to be guilty of that offence unless, having regard to the nature of his functions in that capacity and to all circumstances, he proves—
(i)
that the offence was committed without his knowledge, consent or connivance; and
(ii)
that he had taken all reasonable precautions and exercised due diligence to prevent the commission of the offence.
(2)
If any person would be liable under this Act or the laws specified in the First Schedule to any punishment or penalty for his act, omission, neglect or default, he shall be liable to the same punishment or penalty for every act, omission, neglect or default of any employee or agent of his, or of the employee of the agent, if the act, omission, neglect or default was committed—
(a)
by that person’s employee in the course of his employment;
(b)
by the agent when acting on behalf of that person;
or
(c)
by the employee of the agent in the course of his employment with the agent or otherwise on behalf of the agent acting on behalf of that person.
Companies Commission of Malaysia (Amendment)
25
Destruction, concealment, mutilation and alteration of records 38c. A person who—
(a)
destroys, conceals, mutilates or alters; or
(b)
sends or attempts to send or conspires with any other person to remove from its premises or send out of
Malaysia, any book, record, account, document, computerized data or thing kept or maintained with intent to defraud the Commission or the Registrar or to prevent, delay or obstruct the carrying out of an investigation or the exercise of any power by the
Commission or the Registrar under this Act or the laws specified in the First Schedule, commits an offence and shall, on conviction, be liable to a fine not exceeding five million ringgit or to imprisonment for a term not exceeding ten years or to both.
Tipping-off 38d. (1) A person commits an offence if—
(a)
he knows or has reasonable grounds to suspect that the
Commission or Registrar is acting, or is proposing to act, in connection with an investigation which is being, or is about to be, conducted under or for the purposes of this Act or laws specified in the First
Schedule and discloses to any other person information or any other matter which is likely to prejudice that investigation or proposed investigation; or
(b)
he knows or has reasonable grounds to suspect that a disclosure has been made to the Commission or the Registrar under this Act or laws specified in the
First Schedule and discloses to any other person information or any other matter which is likely to prejudice any investigation which might be conducted following the disclosure.
(2)
Nothing in subsection (1) makes it an offence for an advocate and solicitor or his employee to disclose any information or other matter—
(a)
to his client or the client’s representative in connection with the giving of advice to the client in the course and for the purpose of the professional employment of the advocate and solicitor; or
(b)
to any person in contemplation of, or in connection with and for the purpose of, any legal proceedings.
(3)
Subsection (2) shall not apply in relation to any information or other matter which is disclosed with a view to furthering any illegal purpose.
(4)
In proceedings against a person for an offence under this section, it is a defence to prove that—
(a)
he did not know or suspect that the disclosure made under paragraph (1)(b) was likely to prejudice the investigation; or
(b)
he had lawful authority or reasonable excuse for making the disclosure.
Appeals 38e. (1) Unless otherwise stated in this Act or the laws specified in the First Schedule, any person aggrieved by—
(a)
the refusal of the Commission or the Registrar to register or receive any document required by this
Act or the laws specified in the First Schedule; or
(b)
any act or decision of the Commission or the Registrar under this Act or the laws specified in the First
Schedule, may appeal to the Minister in writing within thirty days after being notified of the decision of the Commission or
Registrar, as the case may be.
Companies Commission of Malaysia (Amendment)
(2)
Where an appeal is made under subsection (1), the decision of the Commission shall not take effect until the appeal is disposed of by the Minister.
(3)
On an appeal, the Minister may affirm, vary, set aside the decision of the Commission or make any decision that he thinks fit.
(4)
For the purposes of this section, the Minister may—
(a)
form a committee to assist him in reaching the decision;
(b)
request information or documentation or personal representation from any person for him to be satisfied with the application; and
(c)
impose any terms and conditions that he thinks fit.
(5)
This section shall not apply to any act or decision of the Commission or the Registrar—
(a)
in respect of any provision in the nature of the appeal or review is expressly provided in this Act or the laws specified in the First Schedule; or
(b)
which is declared by this Act or the laws specified in the First Schedule to be final and conclusive or is embodied in any document declared by this Act to be conclusive evidence of any act, matter or thing.”.
Substitution of section 40