Introduction

The Cross-Border Insolvency Bill 2025 ("Bill") passed its first reading on 28 July 2025 in the Dewan Rakyat. The Bill has since passed its second and third reading in the Dewan Rakyat on 29 July 2025. The legislation aims to align Malaysia with the UNCITRAL Model Law on Cross-Border Insolvency ("Model Law"), establishing a clear legal framework for managing multi-jurisdictional corporate insolvency cases.

Background and Legislative Intent

Introduction

An amalgamation or reconstruction of companies under sections 366 and 370 of the Companies Act 2016 ("CA 2016") is a common tool for corporate restructuring in Malaysia. It enables the seamless transfer of assets and liabilities from the transferor to the transferee, typically within group structures where both companies share a common ultimate holding company.

Introduction and Brief Facts

The Kuala Lumpur High Court recently dismissed an application for a judicial management order and in its decision introduced procedural safeguards to prevent the abuse of the judicial management process.