“Our client would like to reaffirm that the company secretary must act according to the Companies Act 2016 and established laws, under which responsibility and powers are vested in the directors of the companies. As such, any reckless compliance with the MACC’s order constitutes a violation of the law and is in violation of the Companies Act 2016 and the established laws,” the law firm added.
KUALA LUMPUR (Sept 17): Ilham Tower Sdn Bhd and Ilham Baru Sdn Bhd that operate the iconic 60-storey Ilham Tower, located on prime land in the city centre, have filed an originating summons (OS) to bar its company secretary from sharing information about the companies with the Malaysian Anti-Corruption Commission (MACC).
The building, owned by former finance minister, the late Tun Daim Zainuddin, and his widow Toh Puan Na’imah Abdul Khalid, is subject to two forfeiture proceedings by the MACC, which are being challenged.
Both companies, which have Na’imah as the director, filed the OS through Messrs Zharif Nizamuddin on Sept 9 and named company secretary Rebecca Lee Ewe Ai as the defendant.
They are seeking a permanent injunction to bar her, either on her own or her workers or agents, from handing any documents which cannot be publicly accessed or are not in the CCM records that she kept privately, and from sharing it with the MACC pursuant to Section 30(1) (b) of the MACC Act without the express or written approval from the plaintiffs.
Further, the company is seeking costs of the application and other relief deemed necessary by the court. They also applied for an ex-parte injunction which was heard on Wednesday before High Court judge Wan Muhammad Amin Wan Yahya.
Meanwhile, in a press release, Messrs Zharif Nizamuddin said the decision means that any disclosure to the MACC can only be carried out with the consent of Nai’mah.
In Wednesday's decision, Wan Muhammad Amin granted an ad-interim injunction until Oct 9, 2025 — or until further order from the court — to restrain the company secretary, whether personally and/or through company employees and/or agents and/or representatives or any other party, from releasing any documents not accessible to the general public and/or accessible through the CCM system which are in Lee’s possession, and/or records to any third party without the consent of the plaintiffs.
The court has further ordered that the cause papers be served onto the MACC to allow the plaintiffs the opportunity to be heard before the court on the two companies’ applications.
“Our client would like to reaffirm that the company secretary must act according to the Companies Act 2016 and established laws, under which responsibility and powers are vested in the directors of the companies. As such, any reckless compliance with the MACC's order constitutes a violation of the law and is in violation of the Companies Act 2016 and the established laws,” the law firm added.
Separately, there is also a case management to the prosecution’s forfeiture application of the building before a High Court senior assistant registrar.
Correspondence with company secretary
The application is backed up by an affidavit in support, affirmed by Na’imah, where she claimed that the MACC had sought an order on Aug 28 for the production of corporate documents and records of the two companies which Lee had said she would have to comply with by Sept 2.
“The plaintiff, through a letter on Sept 2, informed Lee that based on the provisions of the Companies Act 2016, the MACC could only access documents which are publicly available and those in CCM’s care after fees had been paid.
“On Sept 3, Lee informed the plaintiffs that she would present the documents as MACC demanded according to the order. The plaintiffs, through a letter dated Sept 4, emphasised again to Lee that documents which are publicly available via an application or payment of fee through CCM can be given to MACC while other documents cannot be submitted or handed,” Na’imah said.
She reiterated that the MACC’s application to forfeit the builfing and ask for further documents from the company secretary is an attempt by the MACC to improve their (forfeiture) case filed against the two companies.
"I state this belief as a result of the MACC having the burden to prove their application to forfeit was correct — to ensure that their investigation and application to forfeit is made before they filed the application. As the application to forfeit had been filed without any prosecution or conviction, it shows that they are making assumptions and do not have ample proof when they filed the application.
"It is the responsibility of the MACC and public prosecutor to conduct the necessary search and gathering of information, before they submit the forfeiture application. However, it is clear that until now, the MACC does not have ample proof with the order to produce further documents. I am advised by my lawyers that the attempt by the MACC to have the company secretary to produce non-publicly available documents is an attempt to improve their case, and this is a tactic which would prejudice me and the companies as the plaintiff, as it is an attempt to fish for further information," she said.
Na’imah said on Sept 8 that Lee, through her lawyers from Messrs Ambbi Balakrishnan & Associates, informed the companies that the MACC had asked her for a summary of the documents and records of the two company records, with Na’imah claiming that the company secretary had failed to respond to the two letters despatched on Sept 2 and Sept 4, instead opting to continue with the passing of said documents to the anti-graft agency.
Na’imah noted that there had been two forfeiture attempts made by the MACC on the building, which is now under challenge — the second challenge is scheduled to be heard on Thursday (Sept 18) and the application by the MACC for Lee to produce the documents is related to this.
Na’imah reiterated that she has had to make this application as Lee, as company secretary, should be restrained and does not have any power to share the documents, which are not publicly accessible to anyone, including the MACC.
She states that Section 351 of the Companies Act 2016 allows the court to hear this OS and it has the jurisdiction to allow the orders sought by the two companies.
Besides the challenge on the two forfeitures, the MACC has also applied to obtain a prohibitory order against Na’imah or her agents on assets in the United Kingdom, the British crown dependency of Jersey, and Singapore.
The UK assets are worth £132 million, while the ones in Jersey are said to be worth US$157.5 million (approximately RM667 million) and £85 million (RM490.7 million). There is another request to freeze about RM544 million worth of assets in Singapore.