MCO Jaya Sdn Bhd is a property development company. It is managed by 3 directors,

Ahlan, Sahlan and Marhaban. On 10 January 2020, Ahlan and Sahlan decided to increase

the capital of the company. Pursuant to a resolution at a board meeting, they issued 500,000

shares to the senior management staff of the company. This was done on the understanding

that those senior management staff would vote in favour of them when the need arose.

On 15 January 2020, Ahlan was given the task of negotiating the purchase of a piece of land

in the state of Melaka with the owner, Melakajaya Berhad. In the process of negotiation,

Ahlan was offered a commission amounting to 10% of the purchase price. Ahlan accepted

the commission and the sale was completed but at a price which was well over the market

value to enable Melakajaya Berhad to absorb the commission paid to Ahlan.

Further, in the course of his duties, Ahlan had received information of a very good land deal.

Ahlan then, together with his friend, Sahlan, incorporated a company, Duasetia Sdn Bhd,

which purchased the said land, developed it and made a huge profit.

Marhaban, acting on behalf of MCO Jaya Sdn Bhd seeks your advice on the legal position

with regard to the above matters and what rights and remedies, if any, the company has

against Ahlan and Sahlan in relation to them.