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ACT 125
COMPANIES ACT 1965 (REVISED - 1973)
PART XI - VARIOUS TYPES OF COMPANIES, ETC.
DIVISION 1 - FOREIGN COMPANIES

 
Section 340. Cesser of business in Malaysia.
 
Section 340. Cesser of business in Malaysia. (COMPANIES ACT 1965 (REVISED - 1973) - ACT 125) (1) If a foreign company ceases to have a place of business or to carry on business in Malaysia, it shall, within seven days after so ceasing, lodge with the Registrar notice of that fact, and as from the day on which the notice is so lodged its obligation to lodge any document (not being a document that ought to have been lodged before that day) with the Registrar shall cease, and the Registrar shall, upon the expiration of twelve months after lodging of the notice, remove the name of that foreign company from the register.

(2) If a foreign company goes into liquidation or is dissolved in its place of incorporation or origin—

    (a) each person who, immediately prior to the commencement of the liquidation proceedings, was an agent shall, within one month after the commencement of the liquidation or the dissolution or within such further time as the Registrar in special circumstances allows, lodge or cause to be lodged with the Registrar notice of that fact and, when a liquidator is appointed, notice of his appointment; and

    (b) the liquidator shall, until a liquidator for Malaysia is duly appointed by the Court, have the powers and functions of a liquidator for Malaysia.

(3) A liquidator of a foreign company appointed for Malaysia by the Court or a person exercising the powers and functions of such a liquidator—

    (a) shall, before any distribution of the foreign company's assets is made, by advertisement in a newspaper circulating generally in each country where the foreign company had been carrying on business prior to the liquidation if no liquidator has been appointed for that place, invite all creditors to make their claims against the foreign company within a reasonable time prior to the distribution;

    (b) shall not, without obtaining an order of the Court except as otherwise provided in subsection (7), pay out any creditor to the exclusion of any other creditor of the foreign company; and

    (c) shall, unless otherwise ordered by the Court, only recover and realize the assets of the foreign company in Malaysia and shall, subject to subsection (7), pay the net amount so recovered and realized to the liquidator of that foreign company for the place where it was formed or incorporated after paying any debts and satisfying any liabilities incurred in Malaysia by the foreign company.

(4) Where a foreign company has been wound up, so far as its assets in Malaysia are concerned and there is no liquidator for the place of its incorporation or origin, the liquidator may apply to the Court for directions as to the disposal of the net amount recovered in pursuance of subsection (3).\

(5) On receipt of a notice from an agent that the company has been dissolved the Registrar shall remove the name of the company from the register.

(6) Where the Registrar has reasonable cause to believe that a foreign company has ceased to carry on business or to have a place of business in Malaysia, the provisions of this Act relating to the striking off the register of the names of defunct companies shall, with such adaptations as are necessary, extend and apply accordingly.

(7) Section 292 shall apply to a foreign company wound up or dissolved pursuant to this section as if for references to a company there were substituted references to a foreign company.