JUDGMENT
[1] These are the appeals by the appellants arising from the winding up of London Biscuits Berhad (LBB). The core issue before this court concerns the scope of liquidators' powers and liabilities under the Companies Act 2016 (CA 2016), specifically whether one joint liquidator may act alone if the other is conflicted, and the extent to which creditors' wishes must guide the court in appointing liquidators.
[2] There are four (4) appeals before this court, namely: Appeal 61 (Victor Saw's appeal on the authority of joint liquidators where one is conflicted), Appeal 62 (LBB's appeal on the role of creditors' wishes in the appointment of joint liquidators), and Appeals 63 and 64 (Lim San Peen's appeals on whether termination benefits and indemnity in lieu of notice constitute costs and expenses of winding up, and whether payments made in good faith but in breach of s 527 of the CA 2016 can justify removal or proceedings against a liquidator).
[3] We heard oral submissions by all learned counsel representing the respective parties, and at the end of those submissions, we indicated that we needed time to consider the respective submissions. We have now reached our decision. What follows below are our deliberations on the issues raised and our reasons as to why we have so decided.
Questions of Law
[4] On 9 December 2024, leave to appeal was granted to the appellants on the following Questions of Law (QOL):
Victor Saw's Appeal (Appeal 61)
Bearing in mind the principle of nemo judex in re sua (a man should not be a judge in his own cause), in the event a joint liquidator is in a position of conflict of interest, whether direct or indirect, in a subject matter, can the other non-conflicted joint liquidators act pursuant to s 478(2) of the Companies Act 2016, without reference to or concurrence of the conflicted joint liquidator?