Cases Summary

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AHMAD ZAINI JAPAR v. TL OFFSHORE SDN BHD High Court Malaya,Kuala Lumpur,2001 FACTS Plaintiff Ahmad Zaini bin Japar was requested by the defendant ,TL Offshore Sdn Bhd to procure a contract with Petronas Carigali Sdn Bhd .To be precise, the defendant requested the plaintiff through oral negotiations to provide advisory services on behalf of the defendant with the sole intention of procuring a contract for the defendant with Petronas Carigali. By way of a consideration for securing the contract with Petronas Carigali, the plaintiff shall be pay for the advisory services an amount equivalent to 1% of the contract value limited to a maximum amount of RM12 million. The plaintiff succeeded in securing for the defendant a contract to the value of RM2,107,103,013 from Petronas Carigali and sum of RM12m was due n payable by the defendant to the plaintiff due to the agreement among them .So far the defendant had pay the plaintiff RM700,000 and fail to pay the balance sum of RM11.3 demand by the plaintiff and refused to pay for it .The plaintiff further alleged that the defendant had in fact admitted owing the balance sum of RM 11.3m by way of a letter addressed to him and signed by one Syed Mohd Alwi Mustaffa ,the executive director of the defendant. ISSUE Did exchange of mutual promises exist in this case? Whether good consideration existed ? Whether valid and binding contract existed based on contracts Act 1950. DECISION Yes. The learned deputy registrar had rightly dismissed the defendant’s application. REASONING The court concluded that according to Section 20(1) of the companies act 1965 (‘the act’) contemplates a situation where an agent of the company may be expressly or impliedly authorised to enter into an ultra virestransaction. In this case,the defendant had given such authority to its executive director Syed Alwi ,and by sending the said letter, Syed

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