QUESTION C

Alam Tanah Berhad (ATB) has been formed by Datuk Moon and his nephew Alan in 2018. ATB has been involved in mechanical business and becomes a very successful company. Without Datuk Moons knowledge, Alan has formed another company, Apex Sdn Bhd (ASB) to deposit some of the profits and commissions he gained from ATBs business. Alan becomes very wealthy and frequently travels overseas with his family. Datuk Moon suspects something fishy about it. As Datuk Moon comes to know of the real situation he feels dissatisfied. It was found out that Alan has been making secret profit while representing ATB. Before ATB was duly incorporated, Alan was the one arranging for the rent of some machines for ATB from Kuat Suppliers Bhd (KS). Those machines had been used by ATB until July 2019. ATB only paid the rental to KS from its date of incorporation until July 2019. ATB claimed that Alan should be responsible for the rent accruing before ATBs incorporation.

Recently, as the economy was not doing well, ATB would like to pass an ordinary resolution for its conversion to a private company. ATB was however not clear on the procedure for such conversion.

Advise all the parties.