Introduction

This report has been generated with the sole purpose of highlighting and touching
base on several legal issues presented in the case of Coco and Denis. Within this
report, it has been assigned to act for the plaintiff (Denis). The main issue arising
from this case is whether or not there has been an establishment of a valid contract.
A contract is an agreement which is legally binding between the parties (Lee Mei
Pheng and Ivan Jeron Detta, 2009).
The scenarios arising from this case is that Coco is offering to sell shares in ABC sdn
Bhd to Denis at a price of RM2.20 per share. Denis then replied that he was willing
to purchase shares a RM2 per share, in which Coco replied that she would think
about it. After two (2) weeks Coco did not reply, which led to Denis writing another
letter stating that he is accepting Cocos original offer, however, Coco refuses to sell
the shares to Denis. With this said the issues that are addressed particulate from
the elements of a valid contract, for instance, Acceptance and offer, Consideration,
and the intention to create legal relations.

Legal Issues
Offer and Acceptance
In the case of Coco and Denis, the defendant (Coco) offered to sell her shares; in
return, the plaintiff (Denis) would pay RM2.20 per share. Denis then negotiated that
he would pay RM2.00 per share, in context; Denis has now made an offer to pay the
mentioned price (RM2.00) per share, as the defendant mentioned that she would
think about it. The plaintiff did not hear anything from the defendant for two (2)
weeks. Acceptance from Coco must be made within a reasonable time, due to the
nature of shares. In the Fraser V Everett case, the court held that acceptance for
sales of shares had to be within reasonable time, taking into view the nature of the
mining shares involved, which fluctuates in nature. In this case, (Coco Vs Denis), as
a consequence, the court can take into account the conduct of the parties after the
offer was made in deciding whether the offeree (Coco) has allowed too long time
laps before accepting.

Consideration
Stated in Section 2 (d) of the Contracts Act, each party of the contract must promise
to do or to give something for the other side. This element of exchange is known as
consideration. In other words, consideration is the price or the return for a promise
that turns that promise into a legally binding contract. In the case of Coco and
Denis, Coco has promised to give Denis shares in ABC sdn Bhd; in return, Denis will
provide finical payment for those shares as stated by the offerer (Coco). Since Denis

has made a promise to pay a certain amount, this payment is sufficient enough to
be recognized as sufficient consideration, and therefore can become enforceable by
the court.
Intention to create legal relations
Although the Contracts Act is silent on this, case law has shown the necessity of this
element to form a valid contract (Nooraneda Mutalip Laidey, 2014). In order to
determine the intention of the contracting parties, presumption has been made. The
first presumption related to social agreement in which it is presumed that the
parties did not have a necessary intention to enter into legal relations. The second
presumption, in business agreements, the parties intended to face legal
consequences. In this case, the selling of shares from Coco to Denis is based on the
presumption of a business agreement, which implies that the agreement is legally
binding. In addition, the agreement is enforceable. This verdict is based on the case
of Edwards V skyways (1964), where it was held that the agreement had been made
in a business context which raised a strong presumption that the agreement is
legally binding. The claimant could therefore enforce the agreement and was
entitled to the money (E-law resources, 2014).
Reference
http://www.internationalconference.com.my/proceeding/icm2014_proceeding/4thIC
M2014/028_099_4thICM2014_Proceeding_p323.pdf
http://e-lawresources.co.uk/Intention-to-create-legal-relations.php