There is only one (1) question. Answer the question. Darshan, Jannat, Alice, Tyson, Mike, and Lam are directors of Pening Lalat Sdn Bhd. It is a construction company. They work hard to form and incorporate the company in February 2022. They have started to find business for the company and gathers the shareholders since January 2022. Albab and Ahmad were part of the team to form the company. However, both decided not to be shareholders or directors. Once the company incorporated, they left the team.

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There is only one (1) question. Answer the question.
Darshan, Jannat, Alice, Tyson, Mike, and Lam are directors of
Pening Lalat Sdn Bhd. It is a construction company. They
work hard to form and incorporate the company in February
2022. They have started to find business for the company and
gathers the shareholders since January 2022. Albab and
Ahmad were part of the team to form the company. However,
both decided not to be shareholders or directors. Once the
company incorporated, they left the team.
Albab and Jannat had entered into an agreement to purchase
3 lorries, 1 tractor and 1 excavator on behalf of Pening Lalat
Sdn Bhd in January 2022. The seller, Max Sdn Bhd sued
Pening Lalat Sdn Bhd due to failure to pay instalment of the
vehicles for the month of April 2022. Pening Lalat Sdn Bhd
decide
to pay for the 3 lorries and the tractor except for the
excavator. The directors decided the excavator is not
necessary, so they refused to take responsibility of paying the
instalment for the excavator.
Darshan and Tyson decided to sell their shares and resigned
from directorship in April 2022 and formed a company named
Darson Sdn Bhd. New directors were appointed in May 2022,
namely Sarah and Kugan. The new directors found that the
company has purchased a land from Alice to build a
warehouse. The transaction was recorded in the shareholder
minute meetings and the Board of Directors has passed a
resolution about the matter. However, the amount declared by
Alice was not the actual amount gained by her. She declared
the land was purchased by her for RM600,000.00, and sell to
Pening Lalat Sdn Bhd for RM650,000,00. But the real price
was RM550,000.00. The new directors decided to take legal
action against her.
Please read the fact of the case carefully and decide the
following issues.
Your answer should be supported with statutory provisions,
legal principle, and cases.
whether Max Sdn Bhd has the right to sue Pening Lalat
a)
Sdn Bhd?
b)
whether the new directors have the right to take legal
action against Alice?
Transcribed Image Text:There is only one (1) question. Answer the question. Darshan, Jannat, Alice, Tyson, Mike, and Lam are directors of Pening Lalat Sdn Bhd. It is a construction company. They work hard to form and incorporate the company in February 2022. They have started to find business for the company and gathers the shareholders since January 2022. Albab and Ahmad were part of the team to form the company. However, both decided not to be shareholders or directors. Once the company incorporated, they left the team. Albab and Jannat had entered into an agreement to purchase 3 lorries, 1 tractor and 1 excavator on behalf of Pening Lalat Sdn Bhd in January 2022. The seller, Max Sdn Bhd sued Pening Lalat Sdn Bhd due to failure to pay instalment of the vehicles for the month of April 2022. Pening Lalat Sdn Bhd decide to pay for the 3 lorries and the tractor except for the excavator. The directors decided the excavator is not necessary, so they refused to take responsibility of paying the instalment for the excavator. Darshan and Tyson decided to sell their shares and resigned from directorship in April 2022 and formed a company named Darson Sdn Bhd. New directors were appointed in May 2022, namely Sarah and Kugan. The new directors found that the company has purchased a land from Alice to build a warehouse. The transaction was recorded in the shareholder minute meetings and the Board of Directors has passed a resolution about the matter. However, the amount declared by Alice was not the actual amount gained by her. She declared the land was purchased by her for RM600,000.00, and sell to Pening Lalat Sdn Bhd for RM650,000,00. But the real price was RM550,000.00. The new directors decided to take legal action against her. Please read the fact of the case carefully and decide the following issues. Your answer should be supported with statutory provisions, legal principle, and cases. whether Max Sdn Bhd has the right to sue Pening Lalat a) Sdn Bhd? b) whether the new directors have the right to take legal action against Alice?
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