Liquidation of Company

Yeecon Bhd was incorporated on 1st June 2000. The Board of Directors is made up of Yasir, Ah Yau and Yuvan. Each of the directors holds 5% of the company's issued share capital. Yamin who is an ordinary shareholder holds the remaining number of shares. The following events have taken place:

a. At a recent Board of Directors meeting, the directors decided to wind up the company. The Board of Directors now wishes to make an application to the court for a compulsory winding up. Yamin claims that only shareholders can decide to wind up the company under S.465(1)(a). Advise the Board of Directors.

b. Assume application to wind up the company was made on 1st January 2021 and the court ordered the company to be wound up on 1st June 2021. The liquidator seeks your advice on the following:

(i) The company sold off a property to Zamri at a value of RM100, 000 on 21st December 2020. The market value of the property is RM80, 000.

(ii) The company created a floating charge on 31st October 2020 in favour of Bank ABC.

(iii) Yamin sold off 10% of her shares to Ah Wai on 27th November 2020. (iv) The company paid off the loan taken from Ah Yau on 12th August 2020.