IN THE HIGH COURT OF MALAYA AT KUALA LUMPUR

(CIVIL DIVISION)

[SUIT NO. 87-22-1502-2003]

BETWEEN

GLOBELINK CONTAINER LINE (M) SDN BHD

(Company Registration No 214517-P) ... PLAINTIFF

AND

BUMIPUTRA COMMERCE BANK BERHAD

(Company Registration No 13491-P) ... DEFENDANT

THE JUDGMENT OF JUDICIAL COMMISSIONER

Y.A. TUAN LEE SWEE SENG

1

Prologue

Banks honour cheques based on the mandate given it by its customers.

Usually in the case of a customer that is a corporation, there would be

normally 2 signatories at least for an amount exceeding a certain sum.

How is the Bank to know that the signatures are the proper mandate in

that the signatures are not forged? If any one of the 2 signatures for

instance is forged, then there is no proper mandate from the customer.

The age-old method of comparing signatures in specimen card with that

in the cheques is still being used and perhaps with development in

computer technology, a time will come when a software can immediately

highlight the differences between the signatures on a cheque and that in

the specimen card when compared in an enlarged scanned version in

the computer.

Until then there is always a risk that a banker might be paying out

without mandate and hence liable in the tort of conversion to make good

the amount wrongly paid out.

Parties

The Plaintiff is an account holder and customer of the Defendant, a

bank. The mandate set out in the Plaintif f’s resolution dated 11 January

2

1999 to the Defendant was that the Defendant was authorised to pay on

the Plaintiff’s cheques for any amount if signed by any one of 2 of the

Plaintiff’s directors, namely Mr. Lian Tian Kim or Mr. Sim Kim Hock.

The Defendant was authorised to pay on the Plaintiff’s cheques for

amounts less than RM10,000.00 if signed by any 2 of 3 of the Plaintiff’s

employees, namely Miss Kok Seoh Yen, Miss Wong Mei Chin and Miss

Kunatheertam a/p Karuppiah.

Problem

Nothing was amiss initially until May 2002. Between the period of May

2002 and March 2003, the Defendant honoured and paid out on 389

cheques to the tune of RM2,777,159.97. Most were cash cheques and

some were crossed cheques. Indeed 285 were cash cheques and 104

were crossed cheques. Out of the crossed cheques 102 were made

payable to Syarikat Karupiah and 2 made payable to Sri Maju. The

Plaint iff contended that these were cheques paid out without i ts proper

mandate in that the signature of Miss Wong Mei Chin in al l those

cheques had been forged. It t ranspired that an account staff of the

Plaintiff had forged the signature of Miss Wong Mei Chin. The Plaintiff

a lso contended that some of the staff of the accounts department had

3

conspired with the staff in the bank’s branch in Port Klang to act

fraudulently and in collusion with them to siphon off the Plaintiff’s money

without raising any suspicion.

The Defendant denied that there was a lack of mandate. However they

had not called any expert witness to contradict the expert witness of the

Plaintiff. The Defendant had stated in the Defence that when they were

alerted on the forgery they did their own investigation. But the results of

the investigation was not shared with the Plaintiff and neither was

anyone called to give evidence as to the Defendant’s own investigation.

The Defendant contended that none of the staff named had been

involved and that al l payments made on those cheques were paid in

good fai th. The Defendant argued that the Plaint iff had negl igently

contributed to the forgery or the making of the unauthorised signatures

and as such the signatures shall be deemed to be the signatures of the

person it purports to be in favour of any person who in good faith pays

the cheques. In short the Defendant is depending ent irely on the

defence provided for by s. 73A of the Bil ls of Exchange Act 1949.

Prayer

4

In the Statement of Claim filed on 26 September 2003 the Plaintiff

prayed for the following:

1. A declaration that the Defendant was not entitled to debit the

Account with the amount of the cheques;

2. The sum of RM2,777,159.97 being the total sum of the cheques

and the loss of use of the same;

3. All such other sums of money yet to be determined as against the

Defendant;

4. Interests;

5. Costs.

The Defence briefly was that:

1. The Defendant had acted according to the mandate or the

expressed and/or implied authorisation of the Plaintiff;

2. The Plaintiff was negligent in that it had contributed to the said

forgery and the particulars of negligence were pleaded in

paragraph 6 of its Defence;

3. The Defendant further pleaded that it is entitled to rely on s. 73A of

the Bills of Exchange Act 1949.

Parol Evidence

5

The trial proceeded on the following dates 16 to 18 February 2011 and

on 7 as well as 11 March 2011.

The following were marked for the purpose of the trial:

Bundle A - Bundle of Pleadings

Bundle B1 - Agreed Bundle of Documents (Volume 1)

(subject to cross-examination)

Bundle B2 - Agreed Bundle of Documents (Volume 2)

(subject to cross-examination)

Bundle C1 & C2 - Non-Agreed Bundle of Documents

Bundle D - Defendant’s Bundle of Documents

Bundle E - Statement of Agreed Facts

Bundle F - Statement of Disputed Issues

The following witnesses testified on behalf of the Plaintiff:

PW1 Kunatheertam a/p S. Karuppiah

PW2 Lee Gek Kwee (Forensic Document Examiner)

PW3 Kok Seoh Yen

PW4 Wong Mei Chin

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PW5 Steven Ong

The following witnesses testified on behalf of the Defendant:

DW1 Ramlee bin Johor

DW2 Surjit Kaur a/p Mukhtiar Singh

DW3 Mohamed Anshun Bin Ali

DW4 Siti Masayu Bte Moklas

DW5 Ikram Haji Osman

DW6 Gan Seng Kian

The Plaintiff through its General Manager and Director PW 5, Mr. Simon

Ong said in evidence that somewhere in the beginning of 2005, inspite

of the good collection of fees from the freight forwarding services that it

rendered to its clients, it was experiencing cash flow problems. It

became particularly acute when it came to payment of bonuses and after

a complaint from a creditor that it had not been paid for a long while. The

Plaintiff wrote to the Defendant by letter dated 29 May 2002 to seek

clarification on the actual balance in its account. Things happened in

quick succession. The 3 account staff of the Plaintiff resigned almost

immediately.

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PW 3 Miss Kok Seoh Yen went to the Bank’s branch in Port Klang to

check with Miss Surjit Kaur, the Branch Manager, in whose branch the

Plaintiff had opened, maintained and operated the account. Upon going

through the cash cheques in question, she even discovered that there

was a cheque without the word “CASH” written on it (p 1163 of Bundle

C2) marked as Exhibit D8, which the Bank had honoured. Miss Surjit

Kaur of the Defendant’s branch confirmed in evidence that it is an

unusual practice for the Bank to have honoured the payment without the

payee’s name being written. The next day when Miss Kok went back to

the Bank she was given a photocopy of the cheque with the word

“CASH” written on it.

Whether the Defendant Bank had acted in breach of the mandate given it

by the Plaintiff in honouring the 389 Cheques.

This issue is important because of s. 24 of the Bills of Exchange Act

1949 and also because the Defendant had denied in paragraph 3 of its

Defence that it had paid out without proper mandate and where it had

further contended that it paid out based on a proper mandate and/or

express or implied authorisation of the Plaintiff.

S. 24 of the Bills of Exchange Act 1949 reads:

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“Subject to the provisions of this Act, where a signature on a bill is

forged or placed thereon without the authority of the person whose

signature it purports to be, the forged or unauthorised signature is

wholly inoperative, and no right to retain the bill or to give a

discharged therefor or to enforce payment thereof against any

party whom it is sought to retain or through or under that signature,

unless the party against whom it is sought to retain or enforce

payment of the bill is precluded from setting up the forgery or want

of authority:-

Provided that nothing in this section shall effect the ratification of

an unauthorised signature not amounting to a forgery.”

PW 4 Miss Wong Mei Chin testified that the signature on the 389

Cheques which purported to be hers was not in fact her signature. The

other signature on the Cheques is that of PW 1 Miss Kunatheertam. I

agree with the Plaintiff’s counsel Mr. Colin Andrew Pereira that it is

evident through the naked eye that the purported signature of Miss

Wong on the cheques is different from the specimen signature tendered

by the Defendant itself from the specimen cards during trial at page 4 of

Bundle D.

As the Defendant, at the outset when the forgery was reported to the

Bank and when fil ing the Defence, was not prepared to admit and accept

9

that the purported signatures on the Cheques were not that of Miss

Wong Mei Chin, the Plaintiff called PW 2, Miss Lee Gek Kwee from

Singapore who is a forensic document examiner from the Centre for

Forensic Science in Singapore with 30 years experience in examining

signatures. PW 2 has a very impressive credential and has test if ied

many times in a court of law Singapore, Malaysia and Hong Kong. PW 2

produced 2 Reports dated 20 March 2004 (page 1226 of Bundle B2) and

14 February 2011 marked as Exhibit P3. She also explained during trial

with great detail how she had arrived at the conclusion that there is no

evidence to show that the signatures in the 389 cheques were made by

Miss Wong Mei Chin whose specimen signatures appeared in her

Report as S1 toS16.

I am appreciative of the Plaintiff counsel’s effort in arranging for an LCD

projector and a notebook to be used to project the magnified signature

referred to in the cheques in the Reports with that of Miss Wong’s

specimen signatures onto a white screen provided by the Court to assist

the Court in understanding how an expert in examining signatures come

to the conclusion of forgery. PW 2 drew the Court’s attention to

characteristic features in Miss Wong’s signature and the aberrations

found in the forged signatures and when enlarged on a big screen, the

d i f f e r e n c e s a r e v e r y mu c h e n h a n c e d . P W 2 f o un d t he s p e c i me n

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signatures of Miss Wong “S1-S16” to be consistent in respect of the line

fluency, pen pressure, slant, formation and relative height and spacing of

strokes. She found the slant, formation and relative height and spacing

of strokes in all the questioned signatures in “Q1-Q389” to be different in

one way or another from those in the specimen signatures.

Based on the Supreme Court decision in United Asian Bank Bhd v. Tai

Soon Heng Construction Sdn Bhd [1993] 2 CLJ 31 at page 37 it was

held that a customer of the Bank only needs to prove on a balance of

probabil i t ies that the signature on the cheque is forged:

“Another important matter has been raised by the appellant in

connection with the issue of forgery. It was argued for the

appellant both in the Court below and before us that the standard

of proof required in cases such as this should be beyond a

reasonable doubt and Syarikat Perkapalan Timor v. United

Malayan Banking Corporation Berhad [1982] 2 MLJ 193 was cited

in support. We have examined this decision with some care but we

are unable to agree with appellant’s Counsel that it is authority for

the proposition that is put forward for the appellant. In our

judgment a customer who alleges that his banker honoured

forged cheques drawn on his account need only establish the

c ha r g e o f f o r ge r y on a b a l an c e o f p r o ba b i l i t i e s and i n th i s

11

respect we agree with the statement of the law by Gunn Chit Tuan

J. (as he then was) in Syarikat Islamiyah v. Bank Bumiputra

Malaysia Bhd. [1988] 3 MLJ 218 where at p. 220 the learned

Judge said:

In this case although it would appear that there was no or

insufficient evidence to prove beyond reasonable doubt for

purposes of criminal proceedings that the signatures on the

cheques concerned were forged by the said Awang al ias

Che Mah bin Che Lob, yet I was satisf ied that there was

evidence adduced to prove on a balance of probabi lit ies in

this case that the signatures on the cheques were not those

of the plaintiffs but were forged or placed thereon without the

plaintiffs authority and were therefore wholly inoperative.”

(emphasis added)

The Defendant did not challenge the credentials or the expertise of PW

2. PW 2 was very meticulous in the way she examined each and every

cheque in question. Her evidence was not seriously challenged by the

Defendant. The Defendant did not call any expert witness to contradict

the evidence of the hand-writing expert PW 2 and even the evidence of

PW 4 Miss Wong Mei Chin was not seriously chal lenged on the part

12

where she said positively that she did not counter-sign beside Miss

Kunatheertam on those Cheques.

I am rather surprised that the Defendant had contended in its Defence

that it had the mandate to pay on those Cheques and yet chose not to

call their expert to give evidence to the contrary. If indeed the Defendant

had taken a change in its stand before trial, it should inform the Court so;

otherwise unnecessary costs is incurred by any party calling an expert to

prepare the Report and to testify in Court. Such a conduct does not

behove well for the Defendant who seeks to activate the protection

provided for it under s. 73A of the Bills of Exchange Act.

I have no hesitation in holding that the Plaintiff had proved on a balance

of probabilit ies that the signatures of Miss Wong Mee Chin on the

Cheques are forged. Having so found, the Bank is not protected and so

is l iable under s. 24 if it pays out on those Cheques and the only way for

the Defendant to escape liability is show that the Plaintiff is estopped

from asserting the forgery or want of authority in being precluded from

setting up the forgery or want of authority or that the requirements of s.

73A of the Bills of Exchange Act apply to absolve the Bank from liability.

Whether the Defendant through its staff had acted fraudulently and in

collusion with the Plaintiff’s staff to defraud the Plaintiff.

13

It goes without saying that if the Defendant’s staff had been involved in

this scheme of defrauding the Plaintiff together with the Plaintiff’s staff

then the protection of s. 73A of the Bills of Exchange Act is of course not

available to the Defendant Bank. S. 73A provides:

“Notwithstanding section 24, where a signature on a cheque is

forged or placed thereon without the authority of the person whose

signature it purports to be, and that person whose signature it

purports to be knowingly or negligently contributes to the forgery or

the making of the unauthorized signature, the signature shall

operate and shall be deemed to be the signature of the person it

purports to be in favour of any person who in good faith pays

the cheque or takes the cheque for value. (emphasis added)

The element of good faith cannot of course co-exist with the element of

fraud or conspiracy involving the Defendant’s staff. The converse need

not be true, that i f there is no fraud or conspiracy involving the Bank’s

staff, it does not necessarily mean that the Bank had acted in good faith

assuming that the person whose signature had been forged had

knowingly or negligently contributed to the forgery or unauthorised

signature. The Court must look at all the circumstances of the case to

see i f t he De fendan t ’s conduc t as a who le bo th dur ing the pe r iod

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complained of and after the discovery of the forgery, can be said to have

been bona fide with respect to payments made out on those Cheques.

The chief evidence of fraud or conspiracy to defraud the Plaintiff

involving the Defendant’s staff come from PW 1 Miss Kunatheertam, the

account staff of the Plaintiff. She is an interested witness and not an

independent witness, having confessed in Court to be part of the

conspiracy to defraud the Plaintiff. The Court of course must view very

carefully, circumspectly and cautiously her evidence. The Plaintiff’s

counsel said that she had nothing to gain because by her confession in

Court she is exposing herself to an irresistible criminal charge by any

reckoning and that a judgment having been recorded against her in

another suit in the morning of the first day of trial, she really has nothing

to gain from giving her current evidence.

For completeness and continuity I must mention that the Plaintiff had

also commenced another suit in Kuala Lumpur High Court S 22-449-

2003 for RM3,590,545.51 against PW 1 Miss Kunatheertam and also the

other staff of the Plaintiff involved in the conspiracy to defraud the

Plaintiff ie, Miss Chew Su Lian, Miss Abirami and Mr. Karupiah as 1st to

4th Defendants respectively. Mr. Karupiah is the father of Miss

Kunatheertam into whose account, Syarikat Karupiah, Miss

Kunatheer tam had made some payments of cross-cheques. She had

15

consented to judgment to be entered against her and judgement was

also entered against the 4th Defendant, with his counsel confirming this.

Judgment in default of defence had been entered against the 2rd

Defendant whom Miss Kunatheertam PW 1 alleged had forged Miss

Wong Mei Chin’s signature. The claim against the 3nd Defendant went

for trial and judgment was finally given against her for a smaller sum of

RM133,958.62, being the sum which she had arranged to be paid out to

her husband’s company supposedly for stationeries.

The Plaintiff’s counsel contended that PW 1 Miss Kunatheertam has

nothing to gain as the Plaintiff could at any time execute on the judgment

and PW 1 had herself testified that the Plaintiff had not given her any

incentive to testify on its behalf. In fact she admitted that she is openly

exposing herself to a criminal charge.

Whilst all these may be true this Court can surely take judicial notice of

the fact that a Plaintiff armed with a judgment against a Bank for

instance would probably pursue against the Bank which has a much

deeper pocket compared to an individual who might be resigned to be

declared a bankrupt. As for criminal charge, it has been some 7 years

since the Plaintiff lodged a police report and though PW 1 together with

the other staff of the Plaintiff had been detained by police for

questioning, no criminal charge had been preferred against any one.

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PW 1 story in Court is that sometime in 2002, a staff of the Defendant

named “Ramli” had approached the Plaintiff’s staff, Miss Abirami, and

suggested a way in which the Plaintiff can be defrauded. The said

“Ramli” also assured Miss Abirami that his colleagues would be able to

assist in covering up the fraud provided that they received a

commission. Abirami informed both PW 1 and another staff of the

Plaintiff, one Miss Chew Su Lian of the proposal by “Ramli”.

PW 1 went on to say in Court that the Defendant’s staff wanted 30% to

40% of the share of the proceeds from the forgery. The assurance given

by the Defendant’s staff was that they would not contact the Plaintiff’s

manager for verification of any cheques and instead would contact only

the Plaintiff’s staff involved in the fraud, namely PW 1, Miss Abirami and

Miss Chew Su Lian.

PW 1 further identified the Defendant’s employees involved in the fraud

as “Ramli”, “Sham”, “Anshun” and “Siti Masayu”. The Defendant

admitted through document marked as Exhibit D 7 which is the list of

employees at the Port Klang branch of the Defendant at the material

time that there were the following staff working there: Ramlee bin Johor,

Shamsul Anuar bin Mat Isa, Mohamed Anshun bin Hj AN and Siti

Masayu bt Maklas. PW 1 further testified that the share of the proceeds

were distributed to the Defendant’s staff at the local KFC restaurant after

17

office hours. It is also the evidence of PW 1 that Ramlee was the one

who supplied her with the original letterheads of the Defendant to allow

them to forge the audit confirmation, showing a figure that tallied with the

monthly bank statements which statements had been intercepted when

it comes into the Plaintiff office and the statements altered to reflect the

transactions minus the fraudulent ones!

The Defendant called all the staff identified save for Shamsul Anuar bin

Mat Isa. It was said from the Bar by the Defendant’s counsel, Mr. Faizal

Hassan bin Abdul Hamid, that Sham was too vague a name to be

identified with precision and that in any event such a person had left the

Bank. Ramlee was DW 1, Anshun DW 3 and Siti Masayu DW 4. Ramlee

was a teller of the Bank at that time and Anshun and Siti Masayu were

Customer Service officer and Operations officer of the Bank respectively.

Plaintiff’s counsel submitted that the Court should believe PW 1’s story

because:

1. PW 1 identified only 4 out of 26 employees of the Defendant who

at the material time were involved in the fraud. He asked this Court

to consider the question: Why should PW 1 have identified these 4

employees only unless it was true that they were in fact involved in

the fraud?

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2. Why would PW1 implicate these 4 employees as well as herself

and risk subjecting herself to criminal prosecution without anything

to gain but everything to lose? Conversely, the 3 witnesses for the

Defendant were witnesses with a purpose to serve and who would

obviously deny any involvement to save themselves from civil or

criminal proceedings. Mr. Colin Andrew then submitted that it is

more likely that PW1 was telling the truth rather than the 3

witnesses for the Defendant.

3. All 3 witnesses testified that they only called PW 1 when

verification was needed. Even DW 2, Surjit Kaur a/p Mukhtiar

Singh, the Customer Relationship Manager of the Bank confirmed

that she only called PW 1, although the said Ms Surjit is not

implicated in the fraud. Why didn’t any of the Defendant’s

employees ever call Ms Wong Mei Chin to verify the cheques

when her purported signature was on the 389 cheques? Mr.Colin

for the Plaintiff submitted that for different employees to have

called the same employee of the Plaintiff, namely PW 1, on each

and every occasion verification was needed, would either have

had to be a coincidence of Herculean proportions or by deliberate

design.

4. Original bank letterheads were given to the Plaintiff’s employees

for them to be able to generate false bank statements. It has not

19

been disputed that the said letterheads were in fact genuine letter

heads. Who else, save for an employee of the Defendant, would

have had access to these letterheads?

5. Original bank letterheads were also given to the Plaintiff’s

employees to enable them to generate the false audit confirmation.

Again this begs the question as to who could have had access to

the letterheads, save for the Defendant’s employees. See page

1176 Bundle B2 for the audit confirmation.

6. The clearance of cheque number 213814 (page 1163, Bundle B2)

despite the fact that the “Payee” column was left blank and the

word “CASH” was inserted thereafter, approximately 6 months

later. Plaintiff’s counsel submitted that no reasonable bank officer

would have cleared such a cheque. In fact both Miss Surjit (DW 2)

and Mr Gan Seng Kian (DW 6) testified that it was not normal for

such a cheque to be cleared.

7. The very fact that numerous cash cheques were being issued

ought to have put the Defendant on alert. Any reasonable bank

officer should have realised that it is unusual for corporations to

issue so many cash cheques.

8. The reasonable inference was that there was a conscious effort by

the Defendant through its employees not to make reasonable

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inquiries or to direct all inquiries to only one person, namely PW1,

Ms Kunatheertam.

9. In the face of such adverse evidence against the Defendant, no

evidence of any internal inquiry being conducted vis-a-vis this

entire affair was tendered by the Defendant.

10. If one was to peruse the defence, it would also be evident that the

fact as to whether an inquiry was conducted was never pleaded.

11. As such, when the Defendant denies collusion on the part of its

employees, it would be apparent that the said denial is a bare

denial, unsupported by any reasonable effort to ascertain the truth.

Plaintiff’s counsel then urged this Court to consider the totality of the

evidence, and then it would be more likely than not, that the Defendant’s

employees were involved in the forgery. The only denial of its

employees’ involvement came from the employees who were implicated.

I must admit that there are some uncomfortable discoveries that leave

much to be desired and indeed some evidence or the lack of it that cries

out for an explanation. I would have more to say on this when I consider

all the above arguments from 1 to 11 of the Plaintiff when considering

the matter of a lack of good faith on the part of the Defendant Bank.

However I am not prepared to say that the Plaintiff had proved beyond a

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reasonable doubt the element of fraud or collusion on the part of the

Bank’s staff so as to make the Bank liable.

The test of proving a claim under fraud or conspiracy to defraud beyond

a reasonable doubt has been well entrenched in our jurisprudence. In

Yong Tim v. Hoo Kok Chong & Anor [2005] 3 CLJ 229 the Federal

Court speaking through his Lordship Steve Shim CJ (Sabah & Sarawak)

(as he then was) at page 235 issued this reminder:

“In our view, the Court of Appeal has obviously misdirected itself in

rejecting the proposition of law applied in Saminathan v. Pappa

(supra) that the standard of proof for fraud in civil proceedings is

one of beyond reasonable doubt which has been consistently

applied by the courts in Malaysia. We see no reason to disturb that

trend.”

Again in the Court of Appeal case of SCK Group Bhd & Anor v. Sunny

Liew Siew Pang & Anor [2010] 9 CLJ 389 at page 397, his Lordship

Low Hop Bing JCA observed:

“[15] As the tort of conspiracy to defraud involves an element of

fraud, the standard of proof required is very high. It is proof beyond

reasonable doubt. In Yong Tim v. Hoo Kok Chong & Anor [2005] 3

CLJ 229 at pp. 233a-g, 234a-h & 235a-d, Steve Shim CJ (Sabah &

22

Sarawak) (as he then was) applied the Privy Council advice given

by Lord Diplock in Saminathan v. Papa [1980] 1 LNS 174 and held

that the standard of proof for fraud in civil proceedings is proof

beyond reasonable doubt. This high standard of proof was

reaffirmed by the Federal Court in Asean Security Paper Mills Sdn

Bhd v. CGU Insurance Bhd [2007] 2 CLJ 1 where Nik Hashim FCJ

(as he then was) said at p. 19 [12] that “It is now settled law that

the standard of proof required where there is allegation of fraud in

civi l proceedings must be one beyond reasonable doubt and not

on a balance of probabilities”. (See also Seah Siang Mong, supra)”

I bear in mind too the salutary words of his Lordship Gopal Sri Ram JCA

(as he then was) in the Court of Appeal case of Aik Ming (M) Sdn. Bhd.

& Ors. v. Chang Ching Chuen & Ors. & Another Case [1995] 3 CLJ

639 at page 658:

“... For a charge of conspiracy to defraud is a serious one to make.

It ought not to be countenanced by a Court unless properly taken

in a party’s pleadings supported by ful l part iculars. The evidence

led must be in proof of the pleaded case. The standard of proof

where a conspiracy to defraud is al leged (as opposed to where

eg, a conspiracy to induce breach of contract is alleged) is the

same as where f raud is al leged. A plaint i f f must prove his case

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beyond reasonable doubt. Imprudence is not and ought not to be

equated with dishonesty ...”

It must be borne in mind that the evidence of PW 1 was not corroborated

by any other witnesses on material particulars. DW 1, DW 3 and DW 4,

the tellers identified by PW 1 all denied their involvement in the

conspiracy to defraud. They were the staff involved in approving the

cash Cheques presented at the Bank’s counter. They remained

unshaken under cross-examination. I asked myself the question, What

could these witnesses say i f they really are not involved at al l? They

would be saying what these witnesses had said. As to why PW 1 should

implicate only 4 staff and not the rest of the staff in the Defendant’s list of

26 staff at the branch of the Bank at that time is anybody’s guess. We

must not pretend to understand the myriad of motives and the mysteries

of a man’s motivation (and that includes that of a woman as well) and

yea even unto its morbid machination. There are the perplexities and

paradoxes of l ife which depths we have not plumb. None of us fully

understand the human heart. We do not pretend to have all the answers

to the enigma of life and neither shall we profess or pretend to

understand every human thought from afar and even after the event.

Perhaps if she were to implicate the rest not involved as teller or

Customer Service of f icer she would be less credible. Perhaps i f she

24

does not implicate someone than the whole brunt of the burden of

paying the judgment would fall squarely on her shoulder and that of Miss

Chew.

Yes, they now did admit that the signatures of Miss Wong Mei Chin look

different now compared to the specimen signature. Perhaps they have

been less than careful in approving the cheques when they were

discharging their duties at the counter. Perhaps they were too pally with

the Plaintiff’s staff and even approved a cheque without the payee’s

name written. Granted even if they had been involved they would be

saying they know not a thing of the conspiracy. Where the evidence can

be interpreted to be consistent with guilt as well as with innocence, this

Court in the absence of credible independent corroborated evidence

must give the benefit of the doubt to the Defendant in a charge of

conspiracy to defraud. They will of course have to explain why they did

not call Miss Wong to confirm if she had signed the Cheques in

quest ion. They perhaps were gull ible and even bordering on

recklessness in accepting PW 1’s evidence that she is authorised to

conf irm on behalf of Miss Wong. Perhaps their act ions might be taken

col lectively and cumulat ively to const itute a lack of bona fide. That is

di fferent from saying that they have acted fraudulently.

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On the question of the source of the Bank’s letterhead I must say that

though print technology might not be that advanced in 2003, there is

nothing preventing a person whose energy and enterprise had been

wrongly channelled towards covetousness to come up with a reasonably

good photocopy and for that matter, a coloured photocopy that looks as

good as the original if not better! However I must confess that it was

troubling that the auditors KPMG had found in their fi le an audit

confirmation on the Bank’s letterhead that is a false audit confirmation

dated 28 October 2002 at page 1176 of Bundle B when compared with

the correct one at page 1166 of Bundle B.

As for why the Defendant was reluctant to share the fruits and findings of

its own internal inquiry, one must bear in mind that the burden of proof is

always on the party that asserts to prove and here to prove the

ingredients of conspiracy to defraud beyond a reasonable doubt. It is

different if the Defendant Bank wants to rely on the defence that it had

acted in good faith in paying under those Cheques in which case the

burden is on the Defendant.

Taking the points raised from 1 to 11, I find that though there are

aspects of it that point to a lack of bona fide on the part of the Bank,

taken collectively and cumulatively, I am not prepared to say that they

point inexorably and irresistibly to collusion or conspiracy to defraud on

26

the part of the Defendant to defraud the Plaintiff through the overt

actions or inaction of its staff.

In arriving at the above findings I have in mind the case referred to the

Court’s attention by the Defendant’s counsel in the case of Seah Siang

Mong v. Ong Ban Chai & Another Case [1998] 1 CLJ Supp 295 at

page 334, where his Lordship Mohd Ghazal i J (as he then was) had

made reference to an English case of Marrinan v. Vibart [1962] 1 All

ER 869, where Salmon J held:

“the gist of the tort of conspiracy is not the conspiratorial

agreement alone, but that agreement plus the overt act causing

damage. ... The tort of conspiracy, however, is complete only if the

agreement is carried into effect so as to damage the plaintiff.

In order to make out a case of conspiracy the plaintiff must

establish:-

(1) an agreement between two or more persons;

(2) an agreement for the purpose of injuring the plaintiff; and

(3) that acts done in the execution of that agreement resulted in

damage to the plaintiff*.

(* Halsbury’s Laws of England (4th edn,) vol. 45 p. 271)”

27

Whether the person whose signature is forged had negligently

contributed to the forgery within the meaning of s. 73A of the Bills of

Exchange Act 1949.

S. 73A is again reproduced for ease of reference and with a different

emphasis added now:

“Notwithstanding section 24, where a signature on a cheque is

forged or placed thereon without the authority of the person

whose signature it purports to be, and that person whose

signature it purports to be knowingly or negligently contributes

to the forgery or the making of the unauthorized signature, the

signature shall operate and shall be deemed to be the signature

of the person it purports to be in favour of any person who in

good fai th pays the cheque or takes the cheque for value.

(emphasis added)

Plaintiff’s counsel submitted that reading the ordinary and natural

meaning of the words in bold, the person whose signature it purports to

be and who negligently contributes to the forgery must be referring to

PW 4 Miss Wong Mei Chin. That is especially so when there are 2

s igna tures to cons t i tu te a proper mandate and one signature i s no t

28

forged for it is PW 1 Miss Kunatheertam’s signature and the other

purporting to be PW 4 Miss Wong Mei Chin’s signature is forged.

Defendant’s counsel submitted that “... that person whose signature it

purports to be knowingly or negligently contributes to the forgery ...”

must for all intents and purposes be referring to that of the Plaintiff as a

corporation. How then does a corporation sign on a cheque? A

corporation being an artificial person signs through its agents who are

natural persons.

I am conscious of s. 22 and s. 96 of the Bills of Exchange Act which read:

“22. Capacity of parties.

(1) Capacity to incur liability as a party to a bill is co-extensive with

capacity to contract:

Provided that nothing in this section shall enable a corporation to

make itself liable as drawer; acceptor, or indorser of a bill unless it

is competent to it so to do under the law for the time being in force

relating to corporations.

(2) Where a bil l is drawn or indorsed by a minor or corporation

having no capacity or power to incur liability on a bill, the drawing

or endorsement entitles the holder to receive payment of the bill,

and to enforce it against any other party thereto.

29

96. Signature.

(1) Where, by this Act, any instrument or writing is required to be

signed by any person, it is not necessary that he should sign it with

his own hand, but it is sufficient if his signature is written thereon

by some other person by or under his authority.

(2) In the case of a corporation, where by this Act, any instrument

or writing is required to be signed, it is sufficient if the instrument or

writing be sealed with the corporate seal.

But nothing in this section shall be construed as requiring the bill or

note of a corporation to be under seal.”

There are instances where “person” can be read as referring to

“corporation” under the Act. One must go by the context in which the

word “person” appears. Generally “... the person whose signature it

purpor ts to be , and tha t person whose s ignature i t purpor ts to be

... negligently contributes to the forgery ...” in the case of a

corporation that has 2 signatures of its 2 agents, that expression of a

“person” would be referring to a natural person’s signature and the

person being a natural person signing as an agent or in a representative

capacity as referred to in s. 26 of the Act. As a corollary, the person who

30

negligently contributes to the forgery must be the natural person in this

case Miss Wong, acting as an agent of the corporation.

Perhaps such a meaning comes into sharper focus when one asks the

question: Which of the 2 signatures of the corporation had been forged,

Miss Kunatheertam’s or Miss Wong’s? The answer is: Miss Wong’s

signature. To the question: Who then is the person whose signature is

forged? The answer is: Miss Wong. Continuing with the question: Which

person then is the person who might have negligently contributed to the

forgery of the signature? Answer: Miss Wong.

The last occurrence of “person” in s. 73A of the Act is wide enough and

the context allows it to include a corporation in this case the Defendant

Bank.

An amplified version of s. 73A with the amplified words in square

brackets would read something like this:

“Notwithstanding section 24, where a signature [of a natural

person who signed on behalf of a corporation] on a cheque is

forged or placed thereon without the authority of the person

whose signature it purports to be, and that [natural] person [who

represents the corporation] whose signature it purports to be

knowing l y o r neg l i ge n t l y c o nt r ib ut e s t o t he fo rg e r y o r t he

31

making of the unauthorized signature, the signature shall operate

and shall be deemed to be the signature of the [natural] person

[who represents the corporation] it purports to be in favour of

any person who in good faith pays the cheque or takes the cheque

for value. (emphasis added)

I hold that in the context of a corporation like the Plaintiff, in a

circumstance that requires 2 signatures to constitute the corporation’s

signature, the “person whose signature it purports to be” refers to a

natural person, in this case to PW 4 Miss Wong Mei Chin acting no

doubt as an agent of the Plaintiff. How has Miss Wong contributed to the

forgery of her signature? It has not been shown that she knowingly did

that. Has she negligently allowed her signature to be forged? Again it

has not been shown that she signed it so negligently that she actually

facil itated the forgery of her signature. It was not as if she had signed

something like resembling a circle or a “W” or an “M” or for that matter a

“T”.

That element of “negligently contributes to the forgery” being absent

there is no need to consider the second element of paying out in “good

faith” under s. 73A of the Act.

32

Whether the Plaintiff whose signature is forged had negligently

contributed to the forgery within the meaning of s. 73A of the Bills of

Exchange Act 1949.

However, assuming for a moment that I had been wrong in so holding

and that “the person whose signature it purports to be” refers to the

Plaintiff as a whole and that it is the Plaintiff that had negligently

contributed to its signature being forged, then let us consider how the

Plaintiff had been so negligently acted.

Defendant had contended that the Plaintiff contributed to the forgery in

the following manner:

1. The Plaintiff failed to take any steps to supervise its staff;

2. The Plaintiff failed to take any steps to safeguard its cheque

books;

3. The Plaintiff failed to verify its bank statements thus enabling the

forgery to continue undiscovered;

4. The Plaintiff failed to administer its account or its business in a

proper manner.

One must look at the high watermark case of the Privy Council from

Hong Kong in Tai Hing Cotton Mil l Ltd v. Liu Chong Hing Bank Ltd.

33

And Others. [1986] 1 AC 80 i t was held in the headnotes at page 81

that:

“... that no wider duty, requiring a customer to take reasonable

precautions in the management of his business to prevent forged

cheques being presented to the bank for payment, or to take such

steps as a reasonable customer would to check the periodic bank

statements in order to be able to notify the bank of any items which

were not, or might not have been, authorised, could be implied into

banking contracts as a necessary incident of the relationship of

banker and customer; and that, therefore, the banks were not

relieved by any breach of duty by the company from having to bear

the loss occasioned by the forged cheques.”

Lord Scarman when delivering the judgment of the Privy Council stated

at page 110:

“If banks wish to impose upon their customers an express

obligation to examine their monthly statements and to make those

statements, in the absence of query, unchallengeable by the

customer after expiry of a time limit, the burden of the objection

and of the sanction imposed must be brought home to the

customer. In their Lordships’ view the provisions which they have

set out above do not meet this undoubtedly rigorous test. The test

34

is r igorous because the bankers would have their terms of

business so construed as to exclude the rights which the customer

would enjoy if they were not excluded by express agreement. It

must be borne in mind that, in their Lordships’ view, the true nature

of the obligations of the customer to his bank where there is not

express agreement is limited to the Macmillan and Greenwood

duties. Clear and unambiguous provision is needed if the banks

are to introduce into the contract a binding obl igation upon the

customer who does not query his bank statement to accept the

statement as accurately sett ing out the debit i tems in the

accounts.”

The principles set out above have been approved and applied by the

Supreme Court in United Asian Bank Bhd’s case (supra) at pages 192-

193 where Anuar J (as he then was) observed:

A consideration of the relevant authorities shows that at common

law a customer owes his banker only two duties. The first is to

refrain from drawing a cheque in such a manner as may

facilitate fraud or forgery. The second is a duty to inform the

bank of any forgery of a cheque purportedly drawn on the

account as soon as the customer becomes aware of i t . The

f i rst duty is laid down by the decis ion of the House of Lords in

35

London Joint Stock Bank Ltd. v. Macmillan [1918] AC 777 (“the

MacMillan duty”). The second was laid down by the decision in

Greenwood v. Martins Bank Ltd. [1933] AC 51 (“the Greenwood

duty”) .

The MacMillan and Greenwood duties have been recognised and

appl ied in Austral ia (Commonwealth Trading Bank of Australia v.

Sydney Wide Stores Pty. Ltd. & Anor [1981] 148 CLR 304), in New

Zealand (Nat ional Bank of New Zealand Ltd v. Walpole and

Patterson Ltd. [1975] 2 NZLR 7), in India (Abbu Chett iar v.

Hyderabad State Bank [1954] 1 Madras Law Journal 566) and in

Canada (Canadian Pacif ic Hotels Ltd. v. Bank of Montreal [1988]

40 DLR 4th 385). The decis ion in MacMil lan has been appl ied in

Malays ia: see Syar ikat Is lamiyah v. Bank Bumiputra Malaysia Bhd.

(supra).

Af ter a careful examinat ion of the decisions of the superior Courts

of the Commonweal th, we are sat isf ied that there does not exist, at

common law, a further duty on the part of a customer to take

precautions in the general course of his business to prevent

forgeries on the part of h is servants. Neither is there at common

law , i n the absence o f a con t rac t t o t he cont ra ry, a du t y i mposed

36

upon the customer to inspect his per iodical bank statements to

ensure that his account is being properly maintained by the bank.

In Tai Hing Cotton Mill Ltd. v. Liu Chong Hing Bank Ltd. (supra), an

accounts clerk of a textile company forged the signature of the

company’s managing di rector on some three hundred cheques

total l ing approximately HK$5.5 mi l l ion. The forger ies extended

over a per iod of about 3 1/2 years and were not d iscovered

because of inadequate in te rnal cont ro ls . The company brought an

act ion for a dec larat ion that the three banks involved were not

ent i t led to debi t i t s accounts for the payment of the forged

cheques. The banks contended that the company was prec luded

f rom set t ing up the forger ies by the breach of a duty o f care owing

to the banks. The banks re l ied on what was refer red to as the

“wider dut y” , t hat is , a duty to take such precaut ions as a

reasonable cus tomer in h is pos i t ion would take to prevent forged

cheques being presented to h is bank for payment . They a lso re l ied

on what was refer red to as the “narrower dut y” , that is , a dut y to

take such s teps to check h is month l y bank s ta tements as a

reasonable customer in h is pos i t ion would take to enable h im to

not i f y the bank of any i tems deb i ted theref rom which were not or

ma y no t ha v e b ee n a u t h o r i s e d by h i m. Re l i a nc e was al s o p l a ced

37

on the customer’s agreement at the t ime the accounts were

opened to comply with the bank’s rules and procedures governing

the conduct of the accounts. In each case there was a rule to the

general effect that upon failure to notify the bank within a specified

period of any error in the bank statements, which was sent to the

customer without return of the cancelled cheques, the statement

would be deemed to be approved or confirmed. We would observe

that the facts of Tai Hing were much stronger in favour of the

banks there than those in the case before us.

The Privy Council held that there was no basis for the “wider duty”

or the “narrower duty” as either an implied term of the contract

between banker and customer or as a duty of care in tort, and that

in the absence of any duty there could not be an estoppel. It is of

interest to note that Lord Roskill who was the trial Judge in Brown

v. Westminster Bank (supra) was a member of the Board that

heard the appeal in Tai Hing. ”

Based on the above clear and concise declaration as to the position of

the law with respect to banks paying out against forged cheques, I would

dismiss the Defendant’s contention in 1 to 4 above as being unfounded.

With respect to contention 1 on the Plaintiff’s failure to adequately

supervise i ts s taf f , I can accept the fact that PW 1 was only made a

38

signatory 4 years after she had joined the Plaintiff. Her work was being

supervised by Miss Wong at the early stage of her employment for about

6 months until she became comfortable handling her job scope. She was

subsequently promoted to accounts assistant about a year later in 1996

and made an authorised signatory in 1999.

At any rate, the degree of supervision over and the level of trust the

Plaintiff had for its staff is a matter strictly within the province and

prerogative of the Plaintiff to decide. It is to put bluntly, none of the

Defendant’s business. The Plaintiff might well have trusted the wrong

person as it discovered in this case with respect to Miss Kunatheertam

and Miss Chew Su Lian and to a lesser extent, Miss Abirami. The

Plaintiff will of course have to reap the consequences of its poor

judgment and its lack of discernment as in this case, having to pursue 2

actions in Court to try to recover its loss and expanding time and energy

and incurring costs in a matter that started in 2003 and with no end in

sight yet.

So is the level of corporate governance that the customer chooses to

adopt and apply to its proper management and administration of its

accounts and business. If it has a poor risk management structure, then

it will suffer the bitter consequences should a fraud be perpetrated as it

has now happened to the Plaintiff as a result of the fraud committed by

39

i ts own staff. However the lack of corporate governance with its

attendant lack of r isk management cannot absolve the Bank from its

duty to pay only upon a proper mandate as spelled out in s. 24 of the Act.

The forgery and fraud had been so carefully and clandestinely carried

out to the extent of deleting entries of forged cheques in monthly Bank

Statements which payments had been withdrawn and showing only

transactions genuinely paid out on a proper mandate. Just as it takes a

lie to cover up another lie, the perpetrators ensured that the audit

confirmations were intercepted or not sent by the Bank but by the PW 1

and her team and in any event tempered with such that the balance in

the Plaintiff’s account with the Bank showed a higher figure-arousing no

suspicion and alerting no one. Like all fraud cleverly and carefully

perpetrated, it would take a while to detect by which time the culprits

might have covered their tracks.

The law of negligence is common law based and if there is no duty to

supervise staff and safeguard cheque books as well as to check bank

statements and administer accounts and business in a proper manner

other than the 2 common law duties above-stated, then there cannot be

fresh or new heads or categories of negligence. Where there is no new

duty of care there cannot be new heads of negligence vis-a-vis a

customer and its bank with respect to forged cheques.

40

What then would be examples of negligence of the part of a customer

whose signature had been forged and who had negl igently contributed

to the forgery or fraud which breach is being referred to as breach of the

first common law duty? In the case of London Joint Stock Bank Ltd v.

Macmillan [1918] AC 777, where a clerk with a view to fraud drew up a

cheque and inserted a figure “2” in the space for figures, with blank

spaces before and after the number “2”. After the cheque was signed, he

inserted the figures “1” and “0” before and after the “2” respectively. The

cheque thus read as “120”. The House of Lords found for the bank as

the customer had drawn the cheque in a manner which facili tated the

fraud. However this is a case more of fraud rather than forgery.

Other examples would be where the Plaintiff had suffered the staff to

sign in such a fashion as to be easily copied and forged by unscrupulous

staff like signing with an “O”,”W”,”M” or a “T” kind of signature. None of

these have been suggested here. Indeed I would say Miss Wong’s

signature is not that easily forged seeing that there are a few

characteristic strokes.

The Defendant’s counsel submitted quite forcefully that this Court must

be wary of applying blindly the cases decided after the amendments

introduced by the new s. 73A which came into force only on 1 July 1998,

being introduced by the Bills of Exchange (Amendment) Act 1998. Thus

41

United Asian Bank Bhd’s case (supra) must be read in the context of

pre-s 73A amendment.

Counsel then referred to 2 cases which were decided after the s. 73A

amendment but still following the 2-fold duties principle laid down by the

Supreme Court in United Asian Bank Bhd’s case and making no

reference at all to s. 73A:

Proven Development Sdn Bhd v. Hongkong & Shanghai Banking

Corp [1998] 5 CLJ 644, a High Court decision by his Lordship Ari f in

Zakaria j (as he was then); and

Chairman, Sarawak Housing Developer’s Association v. Malayan

Banking Berhad [2010] 10 CLJ 56 a High Court decision by his

Lordship David Wong Dak Wah J.

Upon a closer inspection of the facts in Proven Development case

(supra) I find that the relevant facts belonged to the pre-s 73A period and

not after.

There are cases decided after the s. 73A amendment that made no

reference to the amendment. Perhaps the banks concerned had not

sought to depend on its protection. In Principal Salute (M) Sdn Bhd v.

RHB Bank Berhad [2010] 5 CLJ 819, the issue arose as to whether the

De fendan t ’s Ru les and Regu la t i ons Govern ing Cur ren t Accoun ts

42

relieved the Defendant from payment on the forged cheques. His

Lordship Harminder Singh Dhaliwal JC held at page 832:

“Clause 18 speaks only of errors. There is no reference at all to

possible forgery or fraud. If it was the intention of the Defendant

bank to get its customers to also check for forgery, then I think that

Clause 18 is insufficient as it is far from being a clear and

unambiguous provision in that respect as envisaged by Lord

Scarman in Tai Hing Cotton Mill Ltd. A customer reading cl. 18

might be inclined to think that the said clause merely refers to

some incorrect mathematical calculations in the account or failure

to take into account legitimate credits and debits to the account

rather than the more serious matters of forgery or fraud. It is

noteworthy that this clause was not some bargained arrangement

between the customer and the bank rather a term drafted entirely

by the bank without any contribution by the customer.”

In Malayan Testing Laboratory Sdn Bhd v. Standard Chartered Bank

Malaysia Bhd [2010] 9 CLJ 309, a case decided under the pre-s 73A

amendment, his Lordship Mohd Amin Firdaus JC held that the general

accepted view was that there was no duty on the customer to examine

his pass-book and bank statements. The Defendant bank was negligent

b y pa yi n g t o RK w ho ha d no r i g h t t o r ec e i ve t h e p a yme n t s . The

43

Defendant’s failure to make reasonable attempts to contact the Plaintiff

had negligently facilitated RK in siphoning the money from the Plaintiff’s

current account.

From across the causeway in Singapore In the case of Consmat

Singapore (Pte) Ltd v. Bank of America National Trust & Savings

Association [1992] SGHC 146 the Singapore High Court held that a

customer, in the absence of express agreement, does not owe a duty of

care to his bank to prevent forgery of his cheques and is not under a

duty to check his bank statements.

When one examines the first element in the new s. 73A ie, that the person

whose signature it purports to be negligently contributes to the forgery,

one would have realised that this element introduced by the amendment

had not changed the first common law duty expressed as “to refrain from

drawing a cheque in such a manner as may facilitate fraud or forgery.”

Indeed the amendment is narrower in that it is confined only to forgery.

However the common law duty is much wider as covering fraud as well.

The common law duty being still operating, the only difference is now a

statutory enunciation of the common law duty where forgery is

concerned. It is my considered view that there would have been no

difference in the decisions discussed above even if reference to s. 73A of

the Act had been made as the Plaint if fs in those cases had discharged

44

their common law duties, be it the first or second duty and unless they

had been negligent in facil itating the forgery, there is no place for the

introduction and application of the new element introduced by s. 73A

which is that of having paid out in good faith.

In any event in Melewar Apex Sdn Bhd v. Malayan Banking Bhd

[2007] 3 MLJ 687, his Lorship Abdul Wahab Patail J (as he then was),

stated as follows at page 694:

“Nothing in s. 73A of the Bills of Exchange Act 1949 would cause

any change in the decision in Tai Hing Cotton Mill Ltd v. Liu Chong

Hing Bank Ltd & Ors with regard to reliance upon a trusted

employee to keep the cheque book, and to prepare cheques if any

are to be drawn from the cheque account.

Indeed his Lordship continued at page 695 that:

“A close perusal of s. 73A shows that the burden is upon the bank

to prove that the drawer had knowingly or negligently contributed

to the forgery or the making of the unathorised signature.”

On the lack of proper supervision over staff keeping cheque books and

preparing cheques his Lordship observed at page 695:

45

“The defendants referred to p. 545 of Law and Banking Vol 1:

Banker and Customer (3rd edn 1995) by Poh Chu Chai where the

learned author wrote:

In cases where an employee was authorised to prepare

cheques for the signature of an employer, then the employer

was under a duty to keep a close supervision over his

employee.

With respect, it does not follow that because an employee is

authorised to prepare the cheques for signature of the employer,

the employer must keep, over and above the general supervision

over employees, a close supervision over that employee. The

statement by the learned author did not appear to have addressed

this point which is apparent in Tai Hing Cotton Mill Ltd v. Liu

Chong Hing Bank Ltd & Ors. It might be a different matter if that

employee were authorised to sign the cheques for the employer ....

It is clear that s. 73A was not a complete but was a qualified

reversal of the previous law, placing the burden upon the bank to

prove that the drawer:

(a) had acted knowingly or negligently; and

(b) thereby contributed

46

(i) to the forgery or

(ii) the making of the unauthorised signature.

With respect to a Bank raising the allegation that the customer had

negligently contributed to the forgery his Lordship remarked at page 695:

“There is no evidence adduced that the plaintiff knew the Finance

Manager was unreliable or had a bad record, or that the

recruitment was so negligently conducted that the rel iability of the

Finance Manager was not addressed, and that these were the

factors that contributed to the forgery or the making of the

unauthorised signature by the Finance Manager.

The cheques were invariably drawn as cash cheques, in some

cases within a matter of days of the earlier. Yet it is not even

suggested that the bank had at any t ime inquired why there were

only cash cheques. The bank clearly failed to bear in mind that the

cheque account of a customer is a facility for the customer to use,

and the statement of account is an account of the sum of money

owed by the bank to its customer. It is a credit-debit account, and

the customer has no rights in rem to any currency notes or coin in

the bank. In plainer terms, the money in the bank belongs to the

bank, and i t is the bank that decides whether to release i ts own

47

money upon the purported exercise of authority by a customer who

is granted a cheque issuing facility. Whether it could successfully

debit the customer’s account subsequently is a separate matter.

Thus when a bank pays out on a cheque drawn on a customer’s

account, it takes the risk of not being able to recover from the

customer unless it can show the customer had knowingly or

negligently contributed to the forgery or the making of the

unauthorised signature. This the banks have failed to do.”

It would appear that the standard storyline of a Plaintiff who had fallen

prey to fraud or forgery on the part of its staff with respect to cheques

are pretty predictable and the defences too of a Defendant Bank can

more or less be ant icipated. Courts have been cautious not to create

new duties of care other than the 2 common law duties enunciated in Tai

Hing Cotton Mill’s case (supra) by the Privy Council and accepted and

appl ied in our Supreme Court case of United Asian Bank’s case

(supra) even in the l ight of the new s. 73A of the Act.

Duties on the Plaintiff as a customer of the Bank can of course be

introduced and imposed contractually at the point when the account was

opened, be it the contractual duty to check monthly bank statements or

to proper ly supervise one’s account staf f . However no evidence was

48

adduced by the Defendant to show upon what contractual terms and

obligations the account was opened.

Having made a f inding that the Defendant had not discharged this

burden and that the Plaintiff had not been negligent in facilitating forgery

of its signature there is no necessity for me to proceed further to

consider if the Bank had acted bona fide in paying out under the forged

Cheques. S. 73A is can only come to aid the Defendant under the

defence of payment out being made bona fide if the customer had been

negligent in contributing to the forgery and the Defendant Bank had

acted in good faith in paying out under the forged cheques.

Whether the Defendant Bank had acted in good faith within the meaning

of s. 73A of the Bills of Exchange Act 1949.

Assuming for a moment that I had been wrong in holding that the

Plaintiff, a customer of the Defendant’s Bank, had not acted negligently

in contributing to the forgery of its signature, I shall now consider if the

defence of having acted bona fide in paying out on the forged Cheques

is available to the Bank to relieve it of liability in paying out without a

proper mandate.

The burden is on the Bank to show that it had acted bona fide in making

pa ymen t s out . I n Leo l a r i s (M ) Sdn Bhd v . Bumi pu t e r a Commer ce

49

Bank Berhad [2009] 10 CLJ 234, her ladyship Mary Lim JC (as she

then was) held that the operation of s. 73A was not automatic and

evidence of good faith must be adduced.

The Defendant drew the Court’s attention to a decision of his Lordship

Ramly Ali J (as he then was) in Leolaris (M) Sdn Bhd v. RHB Bank

Berhad [2009] 10 CLJ 248, where his Lordship Ramly Ali J (as he then

was) with respect to a case on the application of s. 73A held as follows:

“[22] Juliana Siew, the person who is alleged to have committed

the forgery/fraud was at all material times an employee/officer of

the plaintiff. The court is of the view that the said forgery/fraud (if at

all) was contributed by the plaintiff’s own negligence. It was the

duty of the plaintiff to do the following in respect of the account and

Julianna Siew:

(a) to supervise Siew and monitor her duties as the plaintiff’s

accountant/corporate administrator;

(b) to conduct checks on the plaintiff’s cheque books which was

issued by the defendant and check all the banking transactions

carried out with the defendant on a regular basis.

[23] The court is also of the view that the plaintiff was in breach of

the above mentioned duties and therefore was negligent in that:

50

(a) fail ing to supervise or properly supervise Siew at all material

times;

(b) failing to ensure that Siew carried out her duties honestly and in

good faith;

(c) failing to conduct check or any regular checks on the utilization

of the issued cheque books;

(d) entrusting the custody of issued cheque books to Siew and

entrusting the operation of the banking transaction entirely to Siew;

and

(e) fail ing to take any care and caution or any proper care and

caution as regards to their monies.

[24] The evidence clearly shows that:

(a) Siew was entrusted with the keeping of the cheque books and

a fair number of administrative matters of the plaintiff’s office. She

is also the office manager and reviewed invoices from creditors

and sign all payment vouchers. She also prepared cheques;

(b) no one actually supervises Siew’s work;

51

(c) the other person who has access to the safe box containing the

plaintiff’s cheque books, the General Manager, Mr. Siddle was not

called by the plaintiff to testify;

(d) the Directors of the plaintiff did not oversee or supervise Siew

and they were not involved with the day to day management of the

plaintiff’s account with the defendant;

(e) no member of the Board of Directors were permanently at the

management office; and

(f) the Directors themselves cannot recall how many cheque books

were requested at the time of opening.

In so far as the common law duties of the Plaintiff customer are

concerned his Lordship appeared to have extended it to cover

supervision of staff who did the forgery, control over that staff and the

access to cheque books given to that staff as well as periodic checking

of one’s account with the Bank.

It is pertinent to note that the relevant officer from SPICK, which is the

cheque clearing centre of the Defendant Bank was called to give

evidence but not so in the instant.

It is interesting to note that based on a similarly matrix of facts involving

the same Plaintiff, Leolaris (M) Sdn Bhd but this t ime a different bank,

52

Malayan Banking Bhd, her Ladyship Lim Yee Lan in her unreported case

in Leolaris (M) Sdn Bhd v. Malayan Banking Bhd in Suit D5-22-218-

2003 in Kuala Lumpur High Court (Dagang) observed as follows:

“104. In regard to the submission that the Plaintiff was negligent in

allowing the alleged forgery to go for some 10 months, it is worth

noting that in Tai Hing Cotton Mill Ltd, where the circumstances

leading to the forgery were very similar to the present case (ie, an

accounts clerk of a textile company forged the signature of the

company’s managing director on some 300 cheques totaling

approximately HK$ 5.5m), the forgeries extended over a period of

about 6 years and were not discovered because of inadequate

internal controls. Similarly, in United Asian Bank Berhad, the

forgery went on for 3 years before it was discovered.

105. I agree with the Plaintiff that it takes time to discover

fraud/forgery, especially if it is well planned. PW3 in his testimony

states that for 13 years no employee other than Juliana Siew had

succeeded in using the Plaintiff ’s cheques, forged the signatures

and unlawfully withdrawn monies from the plaintiffs account. PW3

specifically said in his testimony that the Plaintiff did take adequate

protection to protect the Plaintiff’s interest but in this case the

forgeries were well concealed and that the Plaintiff could not have

53

discovered it even with reasonable diligence. Again PW3 was

never cross-examined on this material testimony and is deemed to

be accepted. As PW4 rightly put it in his testimony that if a fraud is

being perpetrated it will certainly take some time to be discovered

and if the Plaintiff’s precautionary methods were ineffective the

fraud would never have been discovered by the Plaintiff. PW3 and

PW4 also testified that throughout the ten-month period neither of

them had received any call from the Defendant enquiring about any

of the 62 cheques being issued. So this was not a case where the

Plaintiff had made any representation to the Defendant that its

account was in order even when it was alerted of some suspicion

in the operat ion by the Defendant. As decided in Tai Hing Cotton

Mill Ltd , i t is the bank, and not the customer, that is in the

business of banking and i t is the duty of the bank to know the

customer’s signature. Yet, as rightly pointed out by PW3, it was

the Plaintiff itself and not the Defendant that finally discovered the

forgeries.

106. Finally, it is my view that even if the Defendant can avail

itself of the protection of section 73A, it does not totally absolve the

Defendant of its liability to the Plaintiff for breaching a fundamental

term of the contract between them ie, to strict ly comply with the

54

Plaintiff’s mandate to only make payment on a cheque which is

signed by one of its 4 authorized signatory and not otherwise.

107. With the greatest of respect, I am unable to agree with the

decision in Leolaris No. 1 where the learned judge dismissed the

Plainti ff ’s claim on the ground that that the cheques were

encashed by the Defendant in good faith and that the forgery/fraud

(if at all) was contributed by the Plaintiff ’s own negligence in not

supervising Juliana Siew (see paras 23 and 24 of the judgment).

108. It is my view that section 73A can only go towards mitigating

or reducing the damages payable by the Defendant in view of the

contributory negligence of the Plaintiff but not to absolve the

Defendant of a breach of its strict liability not to pay out on a forged

cheque.

109. It cannot be the intention or the policy of Parliament, when it

enacted section 73A, to take away a right hitherto given to a

customer under common law and give it entirely to a bank. It would

be against public policy to do that. A customer whose bank

account is completely wiped out because of fraudulent withdrawals

by someone forging his signature, albeit contributed by his

negligence, is now left with no recourse whatsoever against the

bank by v i r t ue o f sect i on 73A. I t wou ld cer ta in l y shat te r the

55

confidence of the public in the banking industry if such an

interpretation is to be given to section 73A.”

I would say that where the Defendant Bank had shown to the Court a

breach of clear contractual terms on the part of the customer that the

Bank had imposed on the customer and brought to the attention of the

customer as part of the terms governing the opening and the operat ing

of the account, then and only when a breach of those terms had

facilitated in the forgery being perpetrated, the Bank is entitled to plead

and argue non-compliance of these contractual terms as negligence on

the part of the customer. In the instant case no contractual terms

governing the opening and operating of the account was brought to the

Court’s attention and adduced as evidence.

In that context one can appreciate the decision of her ladyship Zaleha

Zahari J (as she then was) in the case of Public Bank Berhad v. Anuar

Hong & Anor [2005] 1 CLJ 289, where her Ladyship explained at page

190 and 191:

“The customer clearly also owes a duty not to facilitate fraud. In

the absence of express terms to the contrary the customer’s duty

in relation to forged cheques is l imited to exercising due care in

drawing cheque so as not to facil itate fraud or forgery.

56

I am of the considered opinion that on the facts of the present case

the respondent, as employer, appeared to have been rather lax in

exercising its supervision in respect of its financial affairs. In my

considered opinion to supervise their financial clerk SP3 only once

in three months after the initial period was inadequate. The

respondent had clearly failed to exercise due care in protecting

their own interest from any misconduct of their own employees.”

With respect to breach of contractual duties that had the effect of

negligently facilitating the forgery her Ladyship observed at page 191:

“The appellant’s counsel had laid stress on the respondent’s failure

to comply with the express provisions of the agreement governing

the operation of the bank accounts between the parties, (exh

D43A). Clause 3.1 requires the respondent to keep their cheque

books in safe custody whilst cl 18 (p 64 appeal record) requires the

respondent to scrutinize the accounts. It was submitted that had

the respondent scrut inized their monthly statements as envisaged

by this clause the true character of the cheques would have

surfaced and loss been averted or minimized.

I am in agreement with the appellant’s counsel’s submission that

where there is an express provision for the customer to verify its

accuracy within a specified period, it is incumbent upon a customer

57

to check their bank records and statement and draw the bank’s

attention to any errors or discrepancy; the ordinary case of

arithmetical errors, failure to credit sums to their account, of

wrongful albeit innocent debit to an account.”

Likewise in Prima Nova Sdn Bhd v. Aff in Bank Bhd [2010] 9 CLJ 75,

his Lordship in dealing with the defence of the Bank under s. 73A of the

Act was influenced by the contractual terms that went towards modifying

the duty of care in tort with respect to the customer’s negligence in

having contributing to the forgery. On or about 13 November 2003 the

Plaintiff’s premises was broken into and burgled and the cheques were

stolen. The stolen cheques were later presented for payment and were

honoured by the Defendant. The Plaintiff its signature was a forgery and

that it did not discover the cheques were stolen earlier. The police had

instructed the Plaintiff not to touch anything until the police had finished

investigation of the premises. The police only came to the premises on

15 November 2003. The Plaintiff only informed the Bank of the burglary

on 18 November 2003 by which time the stolen cheques had been

ordered by the Bank. His Lordship Tee Ah Sing J (as he then was) in

finding the Plaintiff negligent and the Bank having acted in good faith

said at page 92:

58

“… it is clear that the Rules and Regulations governing the

operation of the account is part of the contract between the plaintiff

and the defendat ... Clause 4.2 reads as follows: ‘All instructions to

stop payment of cheques must be in writing and the bank shall not

be responsible for any loss/damage, occasioned by reason of any

delay or omission in executing such instruction .... ’....

The plaintiff’s letter instructing the defendant to stop payment of

the Stolen Cheques was only received by the defendant on 19

November 2003.

By the time the defendant received the said letter it was no longer

possible for the defendant to fully comply with plaintiff’s instruction

since the Stolen Cheques had been honoured by the defendant

between 13 November 2003 to 18 November 2003.”

The decision whether the customer or the bank is liable would very

much be dependant on the particular and peculiar facts of each case. In

Formosa Resort Properties Sdn Bhd v. Bank Bumiputra Malaysia

Berhad [2010] 6 CLJ 530, 538, the Court of Appeal speaking through

his Lordship Suriyadi Hal im Omar JCA said:

“[17] It is our view that a bank is inexorably bound by a duty of care

towards an account holder and has to ensure that it acts within its

59

mandate. On the other hand, even though customers more often

than not have escaped responsibil ity in forged signature cases, i t

is not in every case that they are exonerated of liability. Liability

will be based on a case by case basis. In Abdul Rahim Abdul Hamid &

Ors v. Perdana Merchant Bankers Bhd & Ors [2006] 3 CLJ 1, from

the aspect of the bank, the Federal Court decided that a bank

owed a contractual duty of care in carrying out a customer’s

instructions. In London Joint Stock Bank, Limited v. Macmillan and

Arthur, [1918] AC 777, though not a forgery case, the customer

had neglected all precautions and merely signed the cheque but

leaving blank the space where the amount should have been. The

court held that if a customer signs a cheque in blank and leaves it

to a clerk or other person to fill it up, he is bound by the instrument

as filled by his agent and thus allowed the appeal ....”

Reverting now to our present case I find that the following factors taken

collectively and cumulatively, cried out for an explanation and

explanation had not been forthcoming:

1. No one called as the Defendant’s witnesses ever called Miss

Wong Mei Chin to confirm if it was her signature on the Cheques

though they had all called Miss Kunatheertam as part of the Bank’s

internal risk management policy and especially when the signature

60

of Miss Wong upon a closer examination appears different from

that in her signature card. All the witnesses of the Defendant

acknowledged that upon careful examination of the Cheques there

are visible and vital differences between Miss Wong’s signature in

the Cheques and in the specimen card.

2. After the discovery of the cheque where the payee’s name was left

blank and the money had been paid out as “CASH” cheque even

though the word “CASH” was added subsequently, surely at that

stage the teller concerned would have alerted the officers of the

Bank and they would have tried to call Miss Wong to clarify how

she could have signed the cheque without writing the payee’s

name.

3. Though the mandate was that for amounts up to RM10,000.00

there must be 2 signatories, there were uncomfortably many cash

cheques for RM10,000.00, drawn to the hilt of the mandate. There

were 85 cash Cheques paid out for RM10,000.00 each.

4. Almost every day when there were cash cheques drawn the total

was in excess of RM10,000.00 which should put the Bank on

notice that that could be a way of circumventing the limit imposed

by the Plaintiff on the 2 signatories to sign off.

5. The hugh number of cash cheques payments and on one occasion

on 20 September 2002 for cheques bearing numbers 153308-

61

153314 totally 7 cheques amounting to RM70,000.00 being

RM10,000.00 each should have aroused and alerted the curiosity

of the Bank to have checked with the other signatory, Miss Wong.

6. The crossed cheques in favour of Syarikat Karupiah amounted to

RM673,975.00 were cleared by the SPICK Centre in Kuala

Lumpur but no one from the SPICK Centre was called to give

evidence as to whether a comparison of the signatures in the

cheques were done with the specimen signatures before the

cheques were cleared.

7. There was a staff identified as “Sham” by PW 1 which name

corresponded with the name “Shamsul Anuar bin Mat Isa” but he

was not called to give evidence on behalf of the Defendant. The

Defendant counsel’s explanation from the Bar was that ‘Sham” had

not been properly identified. No evidence was led through any of

the Defendant’s witnesses to show that reasonable efforts had

been made to locate and call him. The Plaintiff cannot be faulted

for invoking s. 114(g) of the Evidence Act 1950 in that if the said

witness were to be called, his evidence would be unfavourable to

the Defendant.

8. The Defendant Bank had not called anyone to give evidence to

share the fruits and findings of their own internal investigative audit

which according to DW 2 Miss Sur j i t Kaur , the Customer

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Relationship Manager, some officers from Kuala Lumpur did come

down to the branch to investigate. There is a discernable

deficiency in the Defendant’s drive to determine and discover the

truth surrounding the payments out based on the forged cheques

so as to dispel the disturbing dark clouds hovering over those

transactions; 389 cheques totaling more than RM2.7 million spread

over May 2002 to March 2003.

9. The action of the Bank upon being informed by the Plaintiff of the

forgery and the police report having being lodged, was one of

being defensive rather than extending their fullest co-operation in

getting to the bottom of the problem. In response to the Plaintiff’s

previous solicitors Shearn Delamore & Co dated 8 September

2003 for originals of the Cheques for purposes of a forensic

analysis, the Bank responded only on 16 September 2003 to say

that it was unable to accede to the said Solicitors request without

giving reasons. See page 1202 and 1213 of Bundle B2. This had

been preceded by the Plaintiff’s requests by letters dated 16 May

2003, 20 May 2003 and 30 May 2003 as found in the Statement of

Agreed Facts, Bundle E. It was only upon threat of a legal action

for delivery up of the Cheques by the solicitors letter of 1 October

2003 to the Bank that the Bank finally relented.

63

10. By letter dated 29 May 2003 the Plaintiff wrote to the Bank to

request for its explanation as to the discrepancy between the audit

confirmation given on the Bank’s letterhead to the Plaintiff’s auditors

KPMG and the actual balance in the account. This was followed up

by the said Solicitors letter of 26 June 2003 and a reminder of 16 July

2003 but there was no written reply forthcoming. The lackadaisical

attitude of the Bank is lamentable; its delay in responding to its

customer concerns is disturbing. The fact that the Plaintiff’s auditors

KPMG received an audit confirmation dated 28 October 2002 on the

bank’s letterhead at page 1176 of Bundle B, though a false figure of

RM1,752,822.10 is shown is disturbing when compared to the correct

audit confirmation of RM814,118.44 at page 1166 of Bundle B. What

is more troubling is that the bank reference number and words used

are exactly the same save for the fonts type. None of the Defendant’s

witnesses had not been able to explain this.

11. The relevant post-event conduct of the Defendant in denying the

forgery when it had no evidence to the contrary but had the resources

to send the signatures for its own handwriting expert to verify if it had

wanted to does not sync well with the conduct of a Bank that seeks to

call in aid the protection afforded by s. 73A of the Act as showing that

it had acted bona fide in making payments out on the Cheques.

64

What is meant by “good faith” in s. 73A of the Act? S. 95 provides that “A

thing is deemed to be done in good faith, within the meaning of this Act,

where it is in fact done honestly whether it is done negligently or not.”

Taken as a whole I find that the Bank had not proved on a balance of

probabilit ies that it had acted in good faith in honouring those Cheques.

In other words the element of having acted honestly is found wanting. I

do not have to find that the Bank had acted dishonestly and I do not find

the Bank to have so acted. In acting less than honest, I do not for a

moment suggest that the Defendant Bank (through its staff) had acted

dishonestly. So long as the Bank (through its staff) had acted less than

bona fide in its collective and cumulative action and inaction, that would

suffice and that being so, the Bank cannot avail itself of the defence

under s. 73A of the Act.

Defendant’s counsel submitted that based on the Court of Appeal case

of Aff in Bank Bhd v. Successcom Enterprise Sdn Bhd [2009] 4 CLJ

964, i f at al l the Defendant is l iable, the Plaintif f should be held to be

contributorily negligent. However as the Defendant cannot avail itself of

the defence of good faith under s. 73A of the Act and as the Defendant

had not proved on a balance of probabilit ies that the Plaintiff had

negligently contributed to the forgery, I dismissed this line of argument.

65

The Defendant’s counsel made a gallant attempt before wrapping up his

submission that we should follow the Singapore position and he quoted

from Singapore Precedents of Pleadings, 2006, Sweet & Maxwell Asia

at page 4013, where in a commentary by Kattar Wong it was said:

“Against the allegation of a mistaken payment on a forged cheque,

a bank may argue that the customer failed to refrain from drawing

a cheque in a manner which facilitated the forgery. Also, the

customer has a duty to inform the bank of any forgery drawn on

his account the moment he becomes aware of it. Although it was

decided by the Privy Council that the customer has no wider duty

to prevent forgery of his signature, the courts in Singapore

declined to follow English authority and instead held in Khoo Tian

Hock v. OCBC that the customers had a duty to prevent forgery of

their signatures by their son and they breached this duty when

they gave their son access to their cheque books.”

In Khoo Tian Hock & Anor v. Oversea-Chinese Banking Corporation

Limited (Khoo Siong Hui, Third Party) [2000] 4 SLR 673 his Lordship

Woo Bih Li JC (as he then was) in the Singapore High Court examined

the jurisdictions of the English law, Canadian law, New Zealand law and

Austra l ian law (paragraph 173 page 699 to paragraph 316 page 721)

66

and held that they should depart from Tai Hing (supra) and held at

paragraph 311 page 720:

“If Tai Hing is to be followed, then, as the English Review

Committee had said, a customer would be entitled to sue the bank

with impunity regardless of the most reprehensible negligence on

the customer’s part. This cannot be right even though the business

of banking is that of the bank and not the customer (see Lord

Scarman’s judgment in Tai Hing at p 106 at C).”

With the greatest of respect, such a fear may be unfounded. It is not the

most reprehensible negligence that was referred to by Lord Scarman as

what was distinctly stated was the 2 duties to 1. Exercise due care in

drawing cheques so as not to facil itate fraud or forgery and 2. Notify the

bank immediately of any unauthorised cheques of which he became

aware. If that is inadequate, the banks can always supplement it by

introducing and imposing clear contractual obligations on the customer

but this must be expressly brought to the customers attention as Lord

Scarman observed in Tai Hing Cotton Mill (supra) at page 110:

“If banks wish to impose upon their customers an express

obligation to examine their monthly statements and to make those

statements, in the absence of query, unchallengeable by the

customer after expiry of a time l imit, the burden of the objection

67

and of the sanction imposed must be brought home to the

customer.”

Pronouncement

Having carefully considered all the above arguments advanced by both

parties and the evidence adduced, I find that the 389 Cheques contained

the forged signature of PW 4 Miss Wong Mei Chin and that there was no

mandate for the Defendant Bank to make payments out against those

Cheques. The forged Cheques are a nullity and the Bank has to make

good the loss suffered by the customer. The defence under S. 73A of the

Act would only avail the Defendant if in this case the Defendant can

prove on the balance of probabilit ies that the Plaintiff had negligently

contributed to the forgery. This the Defendant had failed to prove. In any

event the Defendant had not shown that it had acted bona fide in making

out those 389 payments.

In the circumstance I gave judgment to the Plaintiff for the sum of

RM2,777,159.97 and interest at the rate of 8% per annum from date of

the Statement of Claim 26 September 2003 to date of realisation. I also

awarded costs of RM50,000.00 to the Plaintiff.

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Postscript

It would be remiss of me if I do not put on record the energy and

enthusiasm exhibited by both counsel Mr. Colin Andrew Pereira and Mr.

Faizal Hassan in expounding this area of law on forged cheques; ably

assisted no doubt by their junior counsel. In keeping with my promise to

the Defendant’s counsel that I will do everything I can to facilitate this

appeal, I have expedited this judgment so that if I am wrong I may be

corrected on appeal and if I am right, I may be affirmed.

I have one last duty to discharge. It is this: PW 1 Miss Kunatheertam had

confessed to be part of the fraud perpetrated on the Plaintiff. Our words

are weighty and by them we are judged; more so when uttered under

oath to tell the truth, the whole truth and nothing but the truth. If police

investigation in the past has hit some roadblocks, such a confession in a

court of law with the witness knowing full well the consequences, would

perhaps remove any further obstacles to this investigation.

Dated: 9 MAY 2011.

Date of Decision: 31 MARCH 2011

Sgd (LEE SWEE SENG)

Judicial Commissioner High Court (Civil Division)

Kuala Lumpur

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For the plaintiff - Colin Andrew Pereira (together with Shanti Abraham & Winnie Lim); M/s Puthucheary

For the defendant - Faizal Hassan nin Abdul Hamid (together with Noor Asmie); M/s Edlin Ghazaly & Assoc

70