QUESTION 3

In January 2017, Moverna Bhd. (Moverna) borrowed RM2 million from IM Bank and created a floating charge over all its assets and undertakings in favour of the latter as a security for the loan. The instrument creating the floating charge expressly stated that Moverna was not allowed to create any other charges upon its assets in priority to or in pari passu with the floating charge. The floating was duly registered. A year later, Moverna critically needed more money to complete its mega project in Alor Setar. Moverna received an emergency funding of RM4 million from Tolong Finance. The loan was secured against the companys office premises and warehouse by a fixed charge. Recently, there were rumours of Moverna facing liquidation. Upon inquiry, Tolong Finance discovered that the fixed charge executed in its favour was not registered. Along Finance also found out that Moverna had created another fixed charge over the same office premises and warehouse, which was duly registered last year in favour of Tijar Bank as security for RM2 million loan from the bank. Tijar Bank apparently knew about the floating charge but did not know about the negative pledge in it. Advise IM Bank, Tolong Finance, and Tijar Bank as to their respective rights in the event the assets of Moverna are insufficient to pay all parties in full in the event of winding up. (20 marks)