in the court of appeal malaysia (appellate jurisdiction)

and the issued and fully paid up capital of the 1 st
Respondent is divided into 3,000,000 ordinary shares of
RMl.00 each.
3 Ngiu Kee Corporation (M) Bhd, the 2 nd Respondent, is a
public company listed on the Second Board of the Kuala
Lumpur Stock Exchange and has its registered office at
Lot LG03, G04B2 & 1.03 Wisma Saberkas, Jalan Tun
Abang Haji Openg, 93000 Kuching, Sarawak.
4. The 2 nd Respondent’s group corporate structure shows
that it has numerous other wholly owned subsidiary
companies operating as departmental stores and/or
supermarket stores.
5. The 3 rd Respondent, Ms Yong Siew Kat, is the Chief
Executive Officer of the 2 nd Respondent and a director of
the 1 st Respondent.
THE HISTORICAL BACKGROUND OF 1 ST RESPONDENT
6. The 1 st Respondent is in essence a joint-venture company
and was formed in order for both the Petitioner and the
2 nd Respondent to operate a departmental store and
supermarket at the lower ground, ground, first and
second floors, measuring altogether approximately
112,577 sq ft, of a multi-purpose complex called Centre
Point Sabah (“the Premises”).
7. The formation of the 1 st Respondent was pursuant to a
Joint Venture Agreement in writing entered into on 10
July 1998 between the Petitioner and the 2 nd Respondent.
8. The terms and conditions of the Joint Venture Agreement
to operate the departmental store and supermarket under
corporate umbrella of the 1 st Respondent, inter alia, are as
follows:
‘2.1 Joint Venture
The parties mutually agree to form the Company to
enter into a joint venture:
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