In Kuala Lumpur, the Malaysian High Court has decisively turned down an application (Enc 125) seeking the prolongation of a Restraining Order (RO) in connection with a corporate restructuring scheme, produced by KNM Chairman Tunku Yaacob Khyra, pinpointing numerous legal infractions and questioning the likelihood of the scheme's success. The adjudication drew upon the Federal Court's articulations in the Mansion Properties case, underscoring the necessity of protective measures for minority creditors within arrangements of schemes. The court adjudged that the petitioners, KNM Process Systems (KNMPS) and its associated bodies, did not fulfill the stipulations delineated in Section 368 of the Companies Act 2016, which includes the obligation to submit timely statements of affairs and the impartial nomination of directors. YA Puan Liza Chan Sow Keng, presiding, noted the petitioners' failure to lodge a statement of particulars within the stipulated period. Furthermore, the appointment of director Ho Soo Woon was challenged due to concerns over independence and the omission of certain debts in the voting procedure. The court also ascertained that the proposed arrangement scheme was "doomed to fail" as it lacked the requisite 75% creditor approval, with substantial resistance from principal creditors such as IPL (R3), Ann Joo Metal Sdn Bhd (R1), and Ann Joo Metal (Singapore) Pte Ltd (R2). Reflecting on a precedent-setting judgment by the Federal Court, it was established that affiliated parties should not be amalgamated into the same creditor class as independent third-party creditors due to potential interest conflicts. This principle was enforced in the present case, where the majority of debts in Class B2 were attributed to entities closely linked to the petitioners, potentially skewing the scheme's voting process. The court further underscored the scheme's lack of transparency and inadequate financial disclosure concerning the proposed asset liquidation intended for debt settlement. The Honourable Judge emphasized that the proposed disposals of assets, including Borsig, FBM Group, Thai Assets, and UK Assets, were projected to fall short in generating sufficient funds to satisfy the scheme's debts, thereby rendering the scheme unfeasible. Moreover, the court criticized the scheme for not offering a more favourable outcome than liquidation for the creditors and for its lack of contingency on shareholder consent, which is of heightened importance given the current shareholder disputes within the company. Consequently, the application for the second extension of the RO was dismissed, with costs awarded to the respondents. In tandem, related applications (Enc 56 and 64) were sanctioned, and another (Enc 114) was declared academic, with costs apportioned accordingly. The court also sanctioned an ad interim Erinford injunction pending appeal until the Case Management hearing set for November 14, 2023. This judgment serves as a testament to the rigorous standards for corporate restructuring in Malaysia and the judiciary's commitment to safeguarding the interests of minority creditors while ensuring the feasibility and transparency of restructuring endeavours.
Today we see America's auto workers securing their request for 4-day work, with a hundred reasons to justify, legally or otherwise. And they even have a President thrown into the fray to support them. Most embarrassing but they don't realize it.
KNM's situation is the same. What most people don't realize is that we are talking about doing business. And what is the greatest enemy of business? Any idea? Yes, it's called COMPETITION.
Even the boss of a company cannot do as he pleases. He has to see what the other guy is doing. If his competitor works 5 or 6 days a week, he cannot work 4-day week. It would be suicide; his competitors will eat him up. Good luck to America and UAW. At this rate their car industry will masuk longkang.
Solving KNM's external problems is a mammoth task. Now we have former directors who were fleecing and stealing money from the company helping to put the company down for selfish (Borsig) purposes. KNM is being attacked by outsiders and former insiders. What do you expect Tunku to do? He has to put together a powerful professional team to take care of both internal and external problems.
The first step towards solving problems is to be aware of them. Then we can take the necessary steps to solving them. Luckily Tunku has put together a team for that, including that Mr Ho guy that McD for some reason doesn't seem to like. But Mr Ho seemed to have jumped back on board again, much to the chagrin of Flavio and Tan.
It will not be smooth-sailing but Tunku has got back his complete team members to try to move ahead. They have tons of work to do, so much so they don't even have time to sue Flavio and Tan. If they are innocent just let them have the balls to answer in court. Don't run away, the court will go after them if they do.
At the end of the day, creditors will just ask themselves one question, Is the current management competent and can we trust them to pay us back? Do they have confidence in the management team?
They will ignore whatever other people say, including court drama. Because it is their money and they to collect it back, with or without RO.
If they are confident they will not sue, even without RO. Let's just watch and see. Whether they have the confidence in Tunku's team, especially with Mr Ho and his professionals on board now.
The show actually starts now. Let's see how Tunku perform. Only Mc D and German Team in a hurry to get rid of Tunku and his team. The rest of the shareholders just want to see KNM rise from the ashes.
MrMojo I only try to get some tips and comments. Yes, I'm studying the company history right now. Don't worry I don't blame ppl. Tis one not dividend stock sure got risk.
it is always an interest to see how Tunku Yaacob, Ravi, and the respective Trolls try to twist my words to fit some false narrative they create. Kindly ignore whatever these trolls have to say. these accounts were set the moment that the EGM to try to kick out Tunku Yaacob and his yes-men was noticed:
OtisKL | Joined since 2023-09-08 doubleup | Joined since 2023-09-07 Adagold | Joined since 2023-09-05 UpUpRocket | Joined since 2023-09-09 maxwin69 | Joined since 2023-09-07 SGX6138 | Joined since 2023-09-09
Tunku Yaacob won the EGM by just 2% of the vote. Many people do not accept the results including the Royal family in Johor. Not sure how that will work out, but the vote clearly shows Tunku Yaacob does not have any support other than himself, Micheal Tang, and Taib Mahmud's son Abu Bekir who showed up and the last minute just in time to loose 40% of his investment.
That means he will not receive the support of shareholders in the bogus IPO in Singapore. The court, not the trolls, made clear statements that the Explanatory Statement to us Creditors was not going to work and not even worthy of the Creditor Vote that Tunku Yaacob called. The majority of the Class B Creditors (less the intercompany creditors who did not belong) filed the complaint to remove Stev Ho and the ES from he playing field leaving KNM with nothing but a waste of almost 2 years. I wonder how much money Tunku has paid his consultants and Yes men to drum up the bogus transactions in that the Judge threw out.
Even the FBM transaction is bogus, it does not even have a Golden Power application required by law prior to selling technology used in the Nuclear Power Industry. They did not apply because the buyer won't qualify. Who are they trying to fool? Ravi is the Director of this mess in Italy and will be subject to a fine of up to 200% of the transaction and Jail time. I think we all look forward to that happening.
As far as who I support to control KNM, I would like to see new blood with new money step in. I don't care if it is German, Malaysian, Chinese or what. We all know that MAA, and all of Tunku Yaacob Companies are out of cash and not making money. He only can manipulate people as he normally does. He had a long opportunity to show us what he can do. that resulted in losing the Restraining Order, and having his bogus plan thrown out. Even the Judge made it clear that his plan was not feasible in writing.
Trolls, get lost. You shame the Shareholders and Stakeholders. The facts speak for themselves.
I speak for myself, nobody who says anything else can change that as they keep trying. The corruption in this country is so bad, that it is accepted as normal business. this needs to stop. Cheating, manipulating, and misrepresenting facts need to be stopped.
For context, the KL High Court had on Thursday (Nov 2) shot down an application for the prolongation of the RO on grounds that the petitioners, KNM Process Systems Sdn Bhd and its associated bodies did not fulfill the stipulations delineated in Section 368 of the Companies Act 2016 which includes the obligation to submit timely statements of affairs and the impartial nomination of directors.
Apart from failure to lodge a statement of particulars within the stipulated period, the re-appointment of director Steve Ho Soo Woon effective yesterday (Nov 3) – just barely a fortnight after he was ousted on Oct 16 – was challenged due to concerns over independence and the omission of certain debts in the voting procedure.
The court also ascertained that the proposed arrangement scheme was “doomed to fail” as it lacked the requisite 75% creditor approval, with substantial resistance from principal creditors such as Ann Joo Metal Sdn Bhd and Ann Joo Metal (Singapore) Pte Ltd.
The court further underscored the scheme’s lack of transparency and inadequate financial disclosure concerning the proposed asset liquidation intended for debt settlement.
This is when the presiding judge Liza Chan Sow Keng stressed that the proposed disposals of assets including Borsig GmbH, FBM Group, Thai Assets and UK Assets were projected to fall short in generating sufficient funds to satisfy the scheme’s debts, thereby rendering the scheme unfeasible.
Above all else, the court criticised the scheme for not offering a more favourable outcome than liquidation for the creditors and for its lack of contingency on shareholder consent which is of heightened importance given the current shareholder disputes within the company.
Nevertheless, the oil & gas (O&G) engineering outfit said it will appeal the KL High Court decision in the Court of Appeal. “In the meantime, an ad interim RO (Erinford Injunction) was granted. The next case management was fixed on Nov 14,” noted KNM in a Bursa Malaysia filing.
In all fairness to its shareholders, things have not really been looking up for KNM shareholders since its Oct 16 EGM. Its share price, for one, is still languishing even as the counter ended 0.5 sen or 5.26% higher at 10 sen at the close of yesterday’s (Nov 3) trading which valued the company at RM405 mil.
aiya cakap cakap this that this that no use one McDonalds. It obvious you are one of the insider lo. know so much. But you also sound like compalining n whining only. no use la bro.
Ask your german friends or whoever to buy n take over knm la.
@MrMojo, you can't blame Focus Malaysia for the story as its a paid article, full of vengeance infused article from the former aspirants party. There is nothing else to do but instigating stakeholders to collapse the company. Absolutely nothing that these disgruntled cult want now but to sabotage whatever plans in place or taking place. What is wrong with the scheme when creditors are getting their monies in full?
Yes, corruption is still rampant in Malaysia, so do instigators sabotaging other people rice bowls. Thousands depending on the company sustainability and stability to ensure it as a robust going concern. As long as betrayers aka insiders remain in existence, the company will continue to struggle. Those fallen Lucifers just need learn its their rice bowls involved too. Even Jesus Christ, the Lord was identified to His enemies by His own insider guy. Let karma eat them up in due time.
The High Court dismissed the company's RO petition, the laws is so clear, none of ROs has more than 12 months period. The company needs to take note of the courts remarks, and apply a second RO, while the COA appeal is on going. In Sapura Energy RO, that was just happened in March 2023. There are aplenty of public listed companies in PN17 due to post Covid19 pandemic, KNM is no exception to it. The company needs to focus on its existing business and boost its revenues and profits, back to basic. Meanwhile, the elimination of loss making subsidiaries need to be revamped or cut off completely. Stalled projects need to find new partners and take smaller shares in them as long they are within control. Issuance of new shares should be the last resort to this effect.
Well, now Steve Ho, the chairman of creditors group is back, hope things will smoothen and on track. The fallen Lucifers just put a booby trap when they proposed to remove the creditors chairman. The is a saying, "if we don't get it, nobody else should have it," is a clear greed and selfish action. The shareholders should have been notified by the company of Steve Ho's appointment early so the shareholders were not misled by the fallen Lucifers. Shameless bunch of greedy people. If the party feels like superheros, just buy up the company, it's cheap now anyway. But why should they when they can get it for a fraction of the price?
The company fell into PN17 in end-October 2022 as its current liabilities exceed its current assets, after a deal fell through to dispose of its German machinery manufacturer Borsig Gmbh to pare its debt, some of which it missed payment as early as in November 2021.
At end-June, KNM had short- and long-term borrowings of RM1.08 billion and RM96 million respectively, against cash of RM235.56 million. Total equity stood at RM772.36 million including negative reserves of RM1.21 billion.
The group had net assets of RM772.36 million or 19 sen per share, based on its latest share base of 4.045 billion shares at June 7. This includes RM450.39 million of goodwill under its non-current assets.
Shares of the company closed half a sen or 5.26% higher at 10 sen, giving it a market capitalization of RM404.59 million.
OtisKL, you are full of hot air, it is better to listen to the judge and not the false narrative you pump:
YA Puan Liza Chan Sow Keng, presiding, noted the petitioners' failure to lodge a statement of particulars within the stipulated period. Furthermore, the appointment of director Ho Soo Woon was challenged due to concerns over independence and the omission of certain debts in the voting procedure.
The court also ascertained that the proposed arrangement scheme was "doomed to fail" as it lacked the requisite 75% creditor approval, with substantial resistance from principal creditors such as IPL (R3), Ann Joo Metal Sdn Bhd (R1), and Ann Joo Metal (Singapore) Pte Ltd (R2).
Reflecting on a precedent-setting judgment by the Federal Court, it was established that affiliated parties should not be amalgamated into the same creditor class as independent third-party creditors due to potential interest conflicts. This principle was enforced in the present case, where the majority of debts in Class B2 were attributed to entities closely linked to the petitioners, potentially skewing the scheme's voting process.
I may be a newbie, not expert in the history of KNM. But judging by the latest events relating to the EGM, Mc Donald seems to have vested interest in the company and is biased. You canjust ignore him. It's obvious that Mc Donald is trying to make KNM get into trouble. I am confident that Steve Ho, Tunku Yaacob have plans to save the company, round up the crooks like Italian and German guy plus that local guy Tan who pakat with them. They will be busy defending themselves in court while Tunku and gang will be busy trying to save a burning ship for the sake of shareholders. I will be buying up a significant share suited to my portfolio. After referring to my fellow investors we feel Tunku is the right guy to turn around this KNM company and we will make lots of money from this project.
@SelenaYeoh, you are absolutely 💯 correct and sharp, the the incumbents directors duly endorsed by the majority shareholders should work towards reviving the company. Yes, the Tunku Yaacob gang is doing everything in the best interests of the company hence safeguarding their investments in it. If McDee's point that Tunku been voted by his own investments means Tunku has more than 30% deemed shares in the company, who else can dictate his investments if not himself then?
@MacDee34, mister, look here, based on your narratives, you are full of vengeance, anger, biased and a "terminator". Based on your past history admission statements that you led the destruction Lee family and putting crooks in top positions, giving pro-bono legal services, masterminding to put the company into PN17 by defaulting loans in 2021 incidents till Nov 12, 2022 resignations of executive directors whom are charged in the courts, you are going to destroy the company with your continuous acts. Step aback, if you don't want to render help, but don't Bury the company with counter productive actions. Alot of people including me put in studies pocket monies to see it grows to pay for expenses including study fees.
Thousands will lose jobs and their families will suffer 😢 please, this isn't healthy. We are Malaysians, must stay united for our fellow Malaysians, unless you are outlawed citizen, give a breathing space so the company revived back on track. Once, the investors sell off their shares when it raises to 35sen and above, you can reap the profits too meanwhile, you can continue with your business.
@MacDee34, I am NO troll or anyone paid me to comment. The posted comments derived from published articles. I reserve my rights to take legal recourse if you continue to post comments that I am a paid troll and spreading false information. Fundamentals of the company are published figures, not plucked from the sky.
Appointment of Mr Steve Ho if challenged based on "concerns", these concerns probably derived from suspicious minded respondents. When the company firmly assured that full settlement will be made without a haircut, what's there to lose and be doubtful? Such risks should go away.
I wonder if the courts put a stop on court convened meeting with creditors to vote the SOA, and votes not counted officially, how will the courts was "convinced " the SOA is a failure? Didn't the petitioners' lawyers asked this question? The meeting isn't been held to discuss and subsequently taken votes, how would the courts come to a conclusion? What happened to the court instruction on appointed liquidators to evaluate the SOA results? Why not touched and explained on this results?
Yes, OtisKL, I stand by you. Because my name also blacklisted by this Mc Donald's guy. He's up to no good. He always complain about ES and that the current management don't have professional people. The fact is that the most professional guy, founder Ir Lee and his family are the most professional people and they have been deposed by Tan and his Italian connection Flavio, who recruited unsuspecting German hero tycoon to back them up. Mc Donald's biased support for these guys show that he is in the same team.
It's actually a movie or drama about ungrateful people or ingrates. Tan was a nobody who the Lee family promoted to become CFO. He turned around and pakat with Flavio to overthrow the Lee family during AGM. From then it was downhill and the company ended up with PN17. The idea was to sink the company so that they can get their hands on the gem Borsig.
Now these two guys will be busy for a while to play around with their court case. Until Tunku figure out and execute moves to turn around the company.
I won't be surprised if Tunku invite back the Lee family to get back on board the burning ship to set things right.
Well, there you go again Trolls, trying to rewrite my words into some false narrative and now creating conspiracy and links that don't exist. You just can't discuss the facts and the truth of the situation.
Tunku Yaacob had nearly 2 years with his Yes men in charge and they accomplished only to spend millions to end up with an Explanatory Statement that was thrown out by the Judge before it could even be voted upon. it was described as an asset-stripping exercise that would result in less for the creditors and shareholders than a liquidation. I should have never believed him and I will no longer support him like the rest he screwed over. That makes me angry, he is as incompetent as his trolls to think we are just going to stand by. Directors need to be held accountable to stakeholders for this waste of money and time.
Tunku Yaacob sells FBM, a golden power company in Italy. They purposely failed to notify and apply for permission for the sale because they were selling it to a buyer they knew would not qualify. I want to see a detailed audit of where those funds went. Ravi and Tunku Yaacob both well know that this transaction can never be approved and therefore how can they represent that it will to creditors and shareholders?
The Story about an IPO in Singapore for a company that does business with Iran is also a knowingly false representation. The laws about doing business with sanctioned companies in Singapore and very strict and clear. Even if Borsig can legally do so in Germany, they won't be able to in Singapore. Do you see any great mitigation of that issue, or are you trolls and Tunku Yaacob's Yes men covering up the facts with more false narratives?
I will never support crooks, corruption or liars. Tunku Yaacob promised us when he took over he would not Asset Strip KNM. read the articles yourself. He is a liar. That is exactly what he proposes to do and will never get approval to do so.
To those buyers of the "pre-ipo" shares of Borsig that will never be listed in Singapore, you better find collateral from Tunku Yaacob, because that money will be eaten like flies on shit the moment the Yes men get in control of it. When the company defaults on its promises to bring the company public, you will be so far down in line to get your money back, that they will charge you for postage to just tell you there is not enough money to pay you back.
I support whoever can bring fresh money to the company and invest in its ideal assets to get them performing. this creates jobs, tax revenues and return on investment for us Shareholders. it also pays back the Debts owed to the Creditors.
Tunku Yaacob and his companies do not have money to do anything. This has been proven by the financial statements and lack of performance. He is so over-leveraged with KNM that he will do anything to stay in control so we won't see what he is really up to. The Explanatory Statement is a legal document explaining his plan. that plan screws everyone over and was thrown out as worse than a Liquidation. This is said by a Judge and experts. it is why KNM could not get an advisor to endorse it. These are the facts and why I am angry. To see you trolls continue to spread false information different than the facts in writing to justify Tunku Yaacob and his obvious incompetence as a Businessman also makes me angry.
Trolls trolls and new trolls... please welcome todays new troll:
YusufM | Joined since 2023-11-05
it is always an interest to see how Tunku Yaacob, Ravi, and the respective Trolls try to twist the truth away from even the High Court Judge ruling. Kindly ignore whatever these trolls have to say. these accounts were set the moment that the EGM to try to kick out Tunku Yaacob and his yes-men was noticed:
OtisKL | Joined since 2023-09-08 doubleup | Joined since 2023-09-07 Adagold | Joined since 2023-09-05 UpUpRocket | Joined since 2023-09-09 maxwin69 | Joined since 2023-09-07 SGX6138 | Joined since 2023-09-09
McD, people like you only know how to grumble and whine, not helping to build the company. There are so many avenues to give constructive suggestions. You can write a memorandum to the board, highlighting the weaknesses and recommendations for improvements. For once, your comments above was making sense, and about to agree, BUT your nonsensical attitude 🙄 I am giving one final reminder, I am NO TROLL OF ANY OF YOUR FANCY LOVERS, so kindly stop linking me using your wild imagination. Thank you.
For case study reference only - when a parent company in financial distress, a financially stable subsidiary could be floated in the market and subsequently issuing bonds to raise more capital for the group. Example, the Renong Group during 1997 - 2000 Asian financial crisis, " the Renong CDRC (corporate debt restructuring commitee) expressed confidence in extracting significant value from Renong's asset portfolio over the following years. The proposed scheme ultimately resolved Renong's debt through the issuance of RM8.4 billion bonds by PLUS in September 1999, receiving a favorable A3 rating from RAM Ratings. These factors, according to Tan Sri Halim Saad, indicate that PLUS was not in financial distress. The CDRC's approach demonstrated that with prudent management, even significant debt levels could be navigated successfully.
What lesson does it teach us? Can we apply similar strategies into KNM, like listing Borsig into SGX? One concern that needs to be addressed is McD's claim of Borsig having business in Iran, which may be a stumbling block.
KWL, Yes, Mc Donald is an angry man. But he is not creditor. He is former management guy removed by Tunku. That's why he mengamok. Everyone can see he's lying and trying to twist his way out of a difficult situation. He got no choice but to blacklist all newcomers to the chat. Poor guy Mr Yusuf just joined kena also. Too bad we all blacklisted guys have to go Mc Donald's to have a party and eat value meal because nobody paying us to troll. We just posting facts and hoping Tunku and his team will save the company. Poor guy OtisKL trying to do research also kena.
Macadee is out of the company too long. He doesn't know that Borsig has not done Iran job for two years. And the last job taken will be completed latest in one of two months time.
Guys, McD's perception is that whoever thinks and comments opposite of his comments are called trolls. He is robot and we are AI... Hahaha. Go read his comments for years, the same old trending. But one thing, he had spoken some good points along the line, however, his investigative syndrome makes the company directors as villains plotting to swindle. Although some of those references made could be true but he generalised to everyone else. There are properly run calibre Malaysians that deserved credits lar sayang... everyone has their own opinions and differences, to that extent I do respect McD's comments, but please don't do character assassination, it's has grave consequences...
Tan will have no choice but to stand up like a man and defend himself in the court on CBT charges.
There is no point hiding because the company will advertise soon. It will be more embarrassing.
It's the usual story of a stray dog biting the hand that fed it. He was taken in by the founder Lee and promoted to a high post, despite objections from many colleagues. Lee later found out to his horror that his colleagues were right. Tan turned around and ousted the Lee family. He never imagine Tunku would arrive at the scene to set things right...
Hi friends! Wow! This is a busy forum with many stories. I want to comment but takut after McDonald blacklist me. Because I also new account very dangerous.
The reappointment of Ho to the board after he is voted out at the EGM is bad. The Board decision is questionable ! Read the High Court judge reason to reject KNM to extend the restraining order is an eye opener. With the High Court recent ruling. listing of Borsig is now in doubt ?
@KWL, if you have a lawyer friend who will have access to the high court judgements portal, I am sure he has access to their portal. Give him the case reference number to retrieve the judgement. Or go to www.elaw.my but its EXPENSIVE to enroll unless you are studying or practising law.
@Plantermen, you are indeed correct, it's not a good sign when an application of any sort is duly rejected by the courts of any nature, in KNM case, its RO and SOA. Nevertheless, KNM has been having difficulties in the past 36 months or more, based on its historically published data. If any creditor is filing a suit, it can happen anytime prior to that. Suppliers are business people too, perhaps, they will impose even stricter credit terms if they want to do business with the company. The company needs to revive itself from its cash flow issue first, but by taking a lot of internal controls to keep costs down and find fresh money with new businesses injected into the company, that's the only way to go up. Miracles in O&G service sector don't happen, except if you are drilling for oil, perhaps yes.... or unless the government bails the company out due to national interests.
Come on guys. let us report some more MacDee34 posts. Let's permabanned him. I think he did get banned before by the admin. That's why he stopped spreading fake news few month before.
This book is the result of the author's many years of experience and observation throughout his 26 years in the stockbroking industry. It was written for general public to learn to invest based on facts and not on fantasies or hearsay....
MacDee34
243 posts
Posted by MacDee34 > 2023-11-04 10:05 | Report Abuse
In Kuala Lumpur, the Malaysian High Court has decisively turned down an application (Enc 125) seeking the prolongation of a Restraining Order (RO) in connection with a corporate restructuring scheme, produced by KNM Chairman Tunku Yaacob Khyra, pinpointing numerous legal infractions and questioning the likelihood of the scheme's success.
The adjudication drew upon the Federal Court's articulations in the Mansion Properties case, underscoring the necessity of protective measures for minority creditors within arrangements of schemes. The court adjudged that the petitioners, KNM Process Systems (KNMPS) and its associated bodies, did not fulfill the stipulations delineated in Section 368 of the Companies Act 2016, which includes the obligation to submit timely statements of affairs and the impartial nomination of directors.
YA Puan Liza Chan Sow Keng, presiding, noted the petitioners' failure to lodge a statement of particulars within the stipulated period. Furthermore, the appointment of director Ho Soo Woon was challenged due to concerns over independence and the omission of certain debts in the voting procedure.
The court also ascertained that the proposed arrangement scheme was "doomed to fail" as it lacked the requisite 75% creditor approval, with substantial resistance from principal creditors such as IPL (R3), Ann Joo Metal Sdn Bhd (R1), and Ann Joo Metal (Singapore) Pte Ltd (R2).
Reflecting on a precedent-setting judgment by the Federal Court, it was established that affiliated parties should not be amalgamated into the same creditor class as independent third-party creditors due to potential interest conflicts. This principle was enforced in the present case, where the majority of debts in Class B2 were attributed to entities closely linked to the petitioners, potentially skewing the scheme's voting process.
The court further underscored the scheme's lack of transparency and inadequate financial disclosure concerning the proposed asset liquidation intended for debt settlement. The Honourable Judge emphasized that the proposed disposals of assets, including Borsig, FBM Group, Thai Assets, and UK Assets, were projected to fall short in generating sufficient funds to satisfy the scheme's debts, thereby rendering the scheme unfeasible.
Moreover, the court criticized the scheme for not offering a more favourable outcome than liquidation for the creditors and for its lack of contingency on shareholder consent, which is of heightened importance given the current shareholder disputes within the company.
Consequently, the application for the second extension of the RO was dismissed, with costs awarded to the respondents. In tandem, related applications (Enc 56 and 64) were sanctioned, and another (Enc 114) was declared academic, with costs apportioned accordingly. The court also sanctioned an ad interim Erinford injunction pending appeal until the Case Management hearing set for November 14, 2023.
This judgment serves as a testament to the rigorous standards for corporate restructuring in Malaysia and the judiciary's commitment to safeguarding the interests of minority creditors while ensuring the feasibility and transparency of restructuring endeavours.