Scribd
Upload
9 views2 pages

Capital Reconstruction Approval Process

The document summarizes the key approvals and conditions needed for the proposed capital reconstruction of FPK Berhad to be effective. Specifically, it requires: 1) Approval from shareholders at an EGM for the capital reduction and share consolidation proposals. 2) Approval from scheme creditors at a court-convened meeting for the proposed settlement scheme. 3) Approval from the company's lenders for the proposals. 4) Sanction from the High Court to confirm the capital reconstruction. The settlement scheme will be effective upon lodging the court order with the Companies Commission of Malaysia.

Uploaded by

FatihahZainalLim
Copyright
© All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as DOCX, PDF, TXT or read online on Scribd
9 views2 pages

Capital Reconstruction Approval Process

The document summarizes the key approvals and conditions needed for the proposed capital reconstruction of FPK Berhad to be effective. Specifically, it requires: 1) Approval from shareholders at an EGM for the capital reduction and share consolidation proposals. 2) Approval from scheme creditors at a court-convened meeting for the proposed settlement scheme. 3) Approval from the company's lenders for the proposals. 4) Sanction from the High Court to confirm the capital reconstruction. The settlement scheme will be effective upon lodging the court order with the Companies Commission of Malaysia.

Uploaded by

FatihahZainalLim
Copyright
© All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as DOCX, PDF, TXT or read online on Scribd

Tutorial (Dissolution)

QUESTION 5 (15 MARKS: 27 MINUTES)


(a) Illustrate the approvals or conditions needed for the capital reconstruction of FPK Berhad
to be effective.
Proposed capital reconstruction of FB which entails the following proposals:
(1) Capital Reduction under section 64, CA1965 - the proposed reduction of the par
value of the existing FB Shares of RM1.00 each to RM0.20 each by the cancellation of
RM0.80 each; and
(2) Share Consolidation under section 62, CA 1965- the proposed consolidation of every
five (5) FB Shares of RM0.20 each into one (1) FB Share of RM1.00 each following the
completion of the Proposed Capital Reduction (Proposed Share Consolidation);
The Proposals are subject to approvals being obtained from the following:(i)

(ii)
(iii)
(iv)

the approval of the shareholders at an extraordinary general meeting (EGM) in


relation to the Proposed FB Capital Reconstruction (Special resolution for capital
reduction and ordinary for share consolidation)
the approval of the Scheme Creditors for the Proposed Settlement Scheme at the
Court-Convened Meeting pursuant to Section 176 of the Act;
the approval of the lenders of FB for the Proposals.
the sanction of the High Court for the confirmation of the High Court for the
Proposed FB Capital Reconstruction.

The Proposed Settlement Scheme shall be effective upon lodgement of an office copy of
the order of the High Court sanctioning the Proposed Settlement Scheme with the
Companies Commission of Malaysia.
(4 Marks)
(b) Distinguish the reason for the court Restraining Order to Sarimas Berhad and its
subsidiaries.
The purpose of restraining order to allow Sarimas to focus on formalizing the proposed
schemes of arrangements unhindered without having to divert its attention and resources
to defending and dealing with any proceeding from the creditors.
(2 Marks)
(c) Differentiate types and procedures of winding up (until CCM be informed) between
Super Construction Berhad and Supreme Sdn Bhd.

Super Construction Berhad Compulsory/Court Winding Up


Supreme Sdn Bhd- Member Voluntary Winding Up.
Procedures:

Court winding up
1.
2.
3.
4.

Petition to court
Hearing by court at which winding order is made
Separate meeting of company and creditor to appoint Committee of Inspection
Liquidator files notice of his appointment Form 70 with CCM

Member winding up
1.
2.
3.
4.

Declaration of solvency at board meeting ( Form 66)


At EGM- passing resolution for winding up and appointment of liquidator
Lodge form 11 to CCM within 7 days
Liquidator lodge form71 within 14 of his appointment to CCM.
(6 Marks)

You might also like