KUALA LUMPUR (May 6): The Court of Appeal has upheld the Sibu High Court’s decision that the shares of one of Sarawak’s wealthiest men, the late Datuk Seri Wong Tuong Kwang, in 20 companies were fraudulently appropriated by his late son, Wong Kie Nai.

The dispute traces back to 1993 when the founder of WTK Group pre-signed blank share transfer forms before his heart bypass surgery.

Although the timber tycoon survived the operation, the forms kept in safe custody for 11 years became central to the dispute after his death in 2004, when Kie Nai allegedly used them to transfer shares to himself.

The saga continued upon Kie Nai's death in 2013, where shares in three out of the 20 private entities were transferred to his widow while shares in 17 other companies remained under his name.

In a 125-page written judgement by Court of Appeal (COA) judge Wong Kian Kheong, Wong said that the Sibu High Court did not err in its decision, and thus warranted no appellate intervention.

Among others, the court said that after his successful surgery, Tuong Kwang participated in WTK Group's business and "could have easily" made a gift of share to his second son before falling critically ill in May 2004.

In the written judgement dated April 29, the court also said that to avoid dispute, Kie Nai "could and should" have informed his brothers of the alleged gift before their father's demise.

Besides Wong, the other judges hearing the appeal were Datuk Azimah Omar, now a Federal Court judge, and COA judge Datuk Ismail Brahim.

The decision relates to both the suit filed by Tuong Kwang’s youngest son Kie Chie and the counterclaim brought by Kie Nai's widow, Kathryn Ma Wai Fong. The 82 year-old is the executrix of her late husband's estate.

The court also ordered Ma to pay costs to the defendants.

Ma still has the avenue to appeal to the Federal Court. However, she must first pass the hurdle of getting leave (permission) from the apex court by showing that, among others, there are novel questions of law in her appeal.

Tuong Kwang had six children — three sons and three daughters. The eldest is Datuk Wong Kie Yik, the late Kie Nai is the second son and Wong Kie Chie the youngest son.

Kie Chie initiated the suit back in April 2014 against 22 defendants. The 78-year-old sued in his capacity as a beneficiary of the estate.

The defendants named were his sister-in-law Ma, 20 of the family's private companies and Kie Yik — the 84 year-old who was an administrator of their father's estate.

The twenty companies named in the suit are Harbour-View Realty Sdn Bhd, WTK Realty Sdn Bhd, Sentiaya Sdn Bhd, WTK Trading Sdn Bhd, Salwong Sdn Bhd, WTK Enterprises Sdn Bhd, WTK Timber Exporter Sdn Bhd, WTK & Company Sdn Bhd, Green Hill Sawmill (1984) Sdn Bhd, Hung Ling Sawmill Sdn Bhd, Siew Doh Development Company Sdn Bhd, Systematic Logging Sdn Bhd, Song Enterprise Sdn Bhd, Syarikat Lormalong Sdn Bhd, Syarikat Miri Sawmill Sdn Bhd, Stratum Mining Sdn Bhd, Baribin Timber Sdn Bhd, Hunyun Corporation Sdn Bhd, Jumbo Logging Sdn Bhd and WTK Management Services Sdn Bhd.

Among others, Kie Chie sought a court order to set aside the share transfer on the grounds that they were fraudulent and unlawful. He also sought the return of said shares, including dividends/benefits to the Tuong Kwang estate.

Ma filed a counter-claim against the same parties. She also named an additional defendant, Janice Ting Soon Eng, a chartered accountant who had been with WTK Group since 1982. Ting had kept the forms for the senior Wong in 1993.

Ma argued that the shares were an "outright gift" from her late father-in-law to her late husband and were valid and fully completed.

She alleged that her brothers-in-law and Ting conspired to cause losses to the late Kie Nai’s estate, but the High Court rejected her counter-claim and she later appealed.

After her appeal was dismissed, the Court of Appeal ordered her to pay legal costs: RM100,000 to Kie Chie, RM20,000 to Kie Yik, RM50,000 to Ting, and RM10,000 to the companies involved, except for Sentiaya, Syarikat Lormalon, and Stratum Mining.

In this appeal, Ma was represented by Messrs Alvin Yong Advocates. 

Messrs Battenberg & Talma Advocates (Miri) appeared for Kie Chie, Sentiaya, Lormalong nad Stratum Mining. 

Messrs Battenberg & Talma Advocates (Kuching) appeared for Kie Yik. 

Messrs Wong Orlando Chua & Kuok Advocates appeared for Ting.

Messrs SK Ling & Tan Advocates appeared for Harbour-View Realty, WTK Trading, Salwong, WTK Enterprises and WTK Timber Exporter. 

Messrs Reddi & Co Advocates appeared for WTK Realty, WTK & Company, Green Hill Sawmill (1984), Hung Ling Sawmill, Siew Doh Development Company, Systematic Logging, Song Enterprise, Syarikat Miri Sawmill, Baribin Timber, Hunyun Corporation, Jumbo Logging and WTK Management Services.

In 1993, Tuong Kwang asked the WTK Group’s head accountant for blank forms, which he signed but did not complete or instruct anyone to fill in further details.

The tycoon gave the pre-signed blank share transfer forms to the head accountant for safekeeping, with instructions that if he did not survive his bypass surgery, the forms should be given to all three of his sons.

He survived the surgery, but 11 years later in August 2004, after Tuong Kwang’s death, Kie Nai—  who had led WTK Group from the 1980s until May 2011 — told the company secretary to complete the pre-signed forms to transfer all the shares from his father to himself as the sole beneficiary.

Kie Nai instructed the secretary to insert "love and affection" as consideration for the transfer of shares in 18 out of the 20 companies and a nominal RM 1.00 as consideration for the transfer of shares of the remaining two companies.

Kie Nai also instructed for the forms to be backdated to 1993, when his father first signed the forms.

Following a series of events, Tuong Kwang's shares in 16 companies were transferred to Kie Nai and backdated to February 2013, while transfers of Tuong Kwang's shares in four companies were dated August 2014.

In August 2005, Kie Nai obtained letters of administration (LA) of his father's estate. Upon his demise in March 2013, his brother Kie Yik took over this role.

He was also alerted by his lawyer of "irregularities" regarding the transfer in March 2014.

WTK Holdings Bhd (KL:WTK) is listed on the Main Market of Bursa Malaysia, with WTK Realty its largest shareholder, holding a 16.223% direct stake and a 6.132% indirect stake.

Kie Yik owns a 2.93% direct stake in the company, the late Kie Nai’s estate holds a 3.932% direct stake and Kie Chie holds a 0.995% direct stake. All three brothers have an additional 22.355% indirect stake each through WTK Realty and Ocarina Development Sdn Bhd.

Kie Yik’s son Datuk Seri Patrick Wong Haw Yeong is WTK Holdings’ group managing director and chief executive officer, while his daughter Datin Seri Annie Wong Haw Bing  is an executive director of the company.

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