JUDGMENT

Hasnah Mohammed Hashim FCJ:

[1] The appeal raised questions of some significance relating to the duties and powers of a Liquidator in respect of proof of debts lodged by creditors.

[2] On 26 April 2022, this Court granted the Appellant leave to appeal in respect to the following questions of law:

Question 1

Can the Limitation Act 1953 apply to Proof of Debt which is accepted and not formally rejected by a Liquidator?

Question 2

Can the Liquidators unilaterally impose interest on the basis of a commercial decision and at a rate unilaterally decided by them despite the absence of any contractual provision and/or agreement by the Appellant?

The Factual Background

[3] The facts are not complicated and mainly, undisputed. However, it is necessary to set out the material facts to appreciate the issues argued in this appeal. By a Shareholders' Agreement dated 2 November 1993 UEM Group Berhad formerly known as United Engineers (Malaysia) Berhad (UEM) and Genisys Integrated Engineers Pte Ltd (GIE) agreed to form UEM Genisys Sdn Bhd (UEG). UEM and GIE as shareholders held 51% and 49% of its shareholding respectively. GIE is also a contributory and creditor of UEG.