Sapura Sdn Bhd (Sapura) is a company which specialises in the manufacture of high-density steel used in the construction industry. Ajib, Ros and Zahid are its directors. Although the company was prosperous in the past, it has suffered severe losses over the past three years and is now insolvent.

Six months ago, Ajib and Ros, pursuant to a decision taken at a board meeting, ordered, on credit, RM 3 million worth of adamantium alloy metal from Busan Steel Sdn Bhd (Busan). When Zahid later learned of this transaction, he questioned Ajib and Ros as to how Sapura was going to pay for the goods when it was totally insolvent. They replied that they did not have any intention of paying Busan.

Ajib and Ros had also appointed Ismail as company secretary. However, Ismail has been practising as a company secretary without a valid license for 5 years. Four months ago, Ajib and Ros approached Ismail and requested her to issue share certificates to their spouses without the full subscription price being collected and without a proper resolution being made for the issuance of the shares.

Last week Sapura was put into insolvent liquidation, and a liquidator was appointed.

Advise the liquidator on possible actions against the relevant officers (directors and company secretary) of Sapura Sdn Bhd and whether any of them have personal liability on the matters raised.

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