“We must not make a scarecrow of the Law, setting it up to fear birds of prey.
And let it keep one shape, till custom make it their perch, and not their terror”
[Shakespeare’s Measure For Measure ; Act II Scene II]

The Federal Constitution, being the supreme law of the land, embodies the fundamental rights, liberties and privileges of the citizens, and government alike. To ensure the just and proper exercise of such rights, the corpus of law known as Administrative Law grew through time, to regulate, reproach and remedy any wanton, capricious or discriminate abrogation of such rights.

Purely as a civil law practice, our experience in this area includes challenging acts of land forfeiture, restraining and reversing the wrongful exercise of executive powers, advising, and representing clients at various stages of the acquisition process under the Land Acquisition Act 1960 ; like dealing with the s.4 notification, the s.8 declaration (Form D), appearing at the s.12 inquiry before the Land Administrator, challenging the compensation award (Form G) by way of reference in the High Court, and handling the hearing of the reference/ appeal (with or without assessors).

We have also experience in judicial review challenges of decisions of statutory tribunals (such as the Consumer Tribunal, and those set up under the Medical Act 1971) and administrative bodies (both private and public)

As an alternative to court-managed resolution of disputes, arbitration has provided clients with more flexibility, and certainty, in determining the parameters of potential disputes and the forum in which it is to be resolved.

Our experience in this area includes advising, and acting for clients, in arbitrations governed by PAM, UNCITRAL and KLRCA rules, seeking pre-arbitration preservation orders as well as post-reference interlocutory orders under the Arbitration Act 2005.

Our experience here includes advising on litigation aspects of loan and debt recovery, customer-bank confidentiality, legal duties and obligations of banks with regards third-party transactions, execution of judgments against defaulting debtors, pre-judgment and post-judgment preservation of assets. As part of post-judgment recovery, we also handle execution of judgments by way of bankruptcy petitions, orders of seizure and sale, charging orders and garnishee proceedings. Where the debtor is a corporation, our experience includes dealing with the appointment of liquidators, receivers & managers and also monitoring accountants pending court hearing or disposal.

The company secretary is oftentimes the silent hand behind the effective management of companies. Wikipedia provides a useful definition thus:-

“A company secretary is a senior position in a private company or public organisation, normally in the form of a managerial position or above…Despite the name, the role is not a clerical or secretarial one in the usual sense. The company secretary ensures that an organisation complies with relevant legislation and regulation, and keeps board members informed of their legal responsibilities… and it is their responsibility to ensure that the company and its directors operate within the law… to register and communicate with shareholders, to ensure that dividends are paid and to maintain company records, such as lists of directors and shareholders, and annual accounts”.

Drawing on our company secretary’s experience of some 15 years, we provide the full gamut of services pertaining to the incorporation, and administration, of companies under the Companies Act 2016, advising on matters of legal compliance, providing secretarial services such as preparation of statutory notices, minutes and resolutions, changes of directorships, transfer of shares and statutory lodgments of the same. We also handle registration of foreign companies, ‘public-isation’ of private companies as well as deregistration of inactive companies.

The firm’s company secretarial arm also provides registered office services to companies, some with their holding or parent companies overseas. The company secretary and the firm’s partners also act as registered Company Secretary to companies.

This practice area deals with all aspects of conveyancing and transactions involving real estate, including handling run- of- the- mill sale and purchase transactions of residential, commercial and industrial properties as well the financing aspects of such transactions.

Our experience also includes handling all aspects of property transactions (commercial, residential and industrial) including sale and purchase, transfer, assignment, leases and tenancy. We also provide advice to foreign clients (companies and individuals) in respect of foreign acquisition of assets and interest in Malaysia, and submitting on their behalf the necessary application(s) to the relevant Government Authorities for the required approval for such acquisition(s).

Our experience in this area of practice includes handling corporate matters like drafting joint venture agreements, shareholders’ agreements, shares sale agreements, shares option agreements, shares subscription agreements, turn-key agreements, co-investment and strategic alliance arrangements, memorandum of understanding (MoU), conducting legal due diligence reviews and other related corporate advisory work.We also have experience in the preparation of corporate as well as retail security documentation for business financing and property (movable and immovable) financing.

“When a judge hears and sees witnesses…witnesses without any conscious bias towards a conclusion may have in their demeanour, in their manner, in their hesitation, in the nuance of their expressions, in even the turns of the eyelid, left an impression upon the man who saw and heard them, which can never be reproduced in the printed page”.
[per Lord Shaw in Clarke v. Edinburg Tramways [1919] SC (HL) 35]

The dicta above underscores the inherent importance of the trial process in ferreting out the truth in a matter. That same process, said to be as old as the ‘history of nations’ (Francis L. Wellman’s The Art of Cross-Examination) calls into play the art of the trial advocate.This practice area is widest in terms of scope as it encompasses corporate and contractual disputes, actions in tort, land matters, issues of equity and trust, and the likes. It has all the trappings of having to be engaged in a trial on one day, arguing in the appellate courts the next day, and strategizing a boardroom impasse yet the next day.

Our experience here includes advising, and acting for shareholders in corporate disputes, seeking injunctive remedies in boardroom tussles and stalemates to preserve the status quo, arguing oppression petitions and winding-up actions under the Companies Act 1965, handling actions in defamation, breaches of confidence, will-disputes, actions for recovery of property and debts, specific performance of contractual obligations and tracing properties transferred as a result of breach(es) of trust.

Employment and Industrial law issues abound in nearly every situation from the commencement of employment to transfers, secondment, restructuring measures (like flexi-work hours, downsizing) and termination. Dismissal with “just cause and excuse” must usually pertain to employee misconduct, unsatisfactory work-performance, retrenchment and separation schemes (voluntary and mutual).

Acting almost exclusively for employers, our experience in this area includes drafting employment contracts, Employee Handbooks, Codes of Business Conduct, Protocols on Ethics, Confidentiality and Non-Conflict. We also advise on pre-dismissal processes such as show-causes, disciplinary proceedings (i.e conducting of domestic inquiries, suspension of employees, gathering of evidence), punishment (including dismissal) and post-dismissal matters such as handling the reconciliation meeting, dealing with the Minister’s reference and getting geared up for the hearing in the Industrial Court. We handle matters in the Industrial Court as well as Labour Office (for Employment Act 1955 claims), challenges to awards/decisions given by these bodies by way of judicial review to the High Court, and also appeals to the appellate courts.Owing to the ever increasing need, and demand, for clients to be updated constantly on developments in this area of law, our quarterly newsletter TGPreview strives to meet this need. We invite you peruse some extracts of this newsletter in the TGPapers-Publications area here.As an added service to our clients, we also handle advising, and assisting, in work-permit and other immigration applications for their expatriate employees. Our experience heralso includes advising on the exercise of powers under the Immigration Act 1959.

“That the onus probandi lies in every case upon the party propounding a will, and he must satisfy the conscience of the court that the instrument so propounded is the last will of a free and capable testator”.
[per Lindley L.J in Tyrrell v. Painton [1894] P 151]

This area of law has long held a special place in the persona of the court. A will, no matter how seemingly perfect in form and substance, must still satisfy the ‘conscience’ of the court if it is to take validity.

Apart from the drafting of wills, our experience here includes advising, and acting, in petitions for probate or letters of administration, seeking to revoke such grants and advising the administrators and executors of estates in relation to their duties and obligations in managing the estates’ properties.

The litigation aspects of this area include challenging the validity of wills on the grounds of forgery and fraud, seeking interlocutory freezing (Mareva) orders, appointment of interim receivers and managers pending trial, impugning wills on the basis of incapacity, forgery and suspicious circumstances, and also advising clients on the legal effects of other testamentary instruments and trusts.

We are also frequently engaged to undertake the re-sealing of foreign Grants of Probate and Letters of Administration in the Malaysian courts.

This practice area sees us advising clients on actions in personam , and in rem (for maritime claims). These include applications for arrests of vessels, injunctions and security before judgment or arbitration. We also handle matters involving both domestic, and international, carriage of goods which brings into play issues pertaining to passing of risk and property, rights under the bills of lading or airwaybill, wrongful detention (detinue) and conversion of goods, breaches of contract and the appropriate remedies.

Our experience here also includes advising, and acting, in transnational disputes pertaining to the contract of carriage, sale of goods, letters of credit and registration (and enforcement) of foreign judgments. Such matters often throw up issues pertaining to jurisdiction, forum non conveniens and conflict of laws which will have to be dealt with at the outset.