Celcom (Malaysia) Berhad ("Celcom"), a wholly owned subsidiary of Telekom Malaysia Berhad, and Technology Resources Industries Berhad (“TRI”), a wholly owned subsidiary of Celcom, have today commence legal proceedings in the High Court of Malaya against certain of their former directors for breach of fiduciary and other duties owed as directors.
The former directors of TRI/Celcom who are named in the suit are: (i) Tan Sri Dato’ Tajudin bin Ramli, (ii) Dato' Bistamam bin Ramli (iii) Dato’ Lim Kheng Yew (iv) Dieter Sieber (v) Frank-Reinhard Bartsch (vi) Joachim Gronau (vii) Joerg Andreas Boy (viii) Axel Hass and (ix) Oliver Tim Axmann (collectively referred to as “Defendants”).
With respect to the persons at (iv) to (ix) above, TRI/Celcom have today filed an ex parte application for leave to issue and serve the Writ of Summons upon those former directors in Germany and/or Singapore in the manner required under the Rules of the High Court 1980.
The breaches of duty complained of in the legal proceedings relate mainly to the entry into the Subscription Agreement dated 25 June 1996 (“Subscription Agreement”) between Deutsche Telekom AG and TRI and the Amended and Restated Supplemental Agreement dated 4 April 2002 (”ARSA”) between Celcom, TRI, TR International Ltd and DeTeAsia Holdings GmbH (”DeTe”). The claim against Tan Sri Dato’ Tajudin bin Ramli also relates to unauthorised profits claimed to have been made by him in connection with the entry of TRI/Celcom into the Subscription Agreement and the ARSA.
Celcom and TRI are seeking, inter alia, the following relief in the claim:
(a) A declaration that the Defendants are liable to indemnify Celcom to the extent of all sums paid by Celcom to DeTe in satisfaction of an Award dated 2 August 2005 handed down by the Arbitral Tribunal in International Court of Arbitration of the International Chamber of Commerce Case No 12615/MS instituted by DeTe against Celcom and all costs incurred thereof.
(b) As against Tan Sri Dato’ Tajudin bin Ramli, for unauthorised profits made amounting to RM446,038,141.09.
(c) An account of all monies received by the Defendants arising out of such breaches.