FGV sues ex-CEO, ex-directors over APL acquisition

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KUALA LUMPUR (Nov 23): FGV Holdings Bhd is suing its former group president and chief executive officer, Datuk Mohd Emir Mavani Abdullah, and 13 others for RM514 million and other damages in relation to the acquisition of Asian Plantation Ltd (APL) in 2014.

The others named in the suit include Tan Sri Isa Samad (who was FGV chairman at the time), former chief financial officer Ahmad Tifli Mohd Talha, former business development of downstream cluster vice president Farisan Mokhtar, and former downstream cluster senior general manager Rasydan Alias Mohamed.

Nine others sued were formerly non-executive directors in FGV, namely Tan Sri Ismee Ismail, Tan Sri Wan Abdul Aziz Wan Abdullah, Tan Sri Sulaiman Mahbob, Datuk Omar Salim, Datuk Noor Ehsanuddin Mohd Harun Narrashid, Datuk Yahaya Abd Jabar, Datuk Faizoull Ahmad, Datuk Nozirah Bahari and Datuk Fazlur Rahman Ebrahim.

“The company brought this action for loss suffered from their failure to discharge their respective fiduciary duty, duty of fidelity and/or duty to exercise reasonable care, skill and diligence,” said FGV in a filing with Bursa Malaysia.

It said the suit concerns the group’s acquisition of 100% equity interest in APL via a voluntary conditional cash offer in 2014.

FGV is claiming RM514 million for loss arising from the acquisition, or alternatively, damages or loss from the acquisition as assessed by the court.

Other claims in the suit include general damages with 5% interest rate per annum between today and until final settlement; costs with 5% interest rate per annum between date of costs awarded until final settlement date, as well as other reliefs deemed fit by the court.

FGV said it will announce the financial impact from this litigation on a later date.

“However, there is no impact on existing operations,” it said.

APL was listed on the London Stock Exchange’s Alternative Investment Market when FGV proposed to acquire it in August 2014 for £2.20 (RM11.50) per share or £120 million (about RM628 million at the time).

At that time, the Singapore-based company had its plantations in Miri and Bintulu, Sarawak.

The offer price represented a 5.4% premium to APL’s weighted average share price in the month prior to the announcement, and was a 294.7% premium to its net asset per share of 55.74 pence at Dec 31, 2013.

The acquisition was satisfied with funds from FGV’s RM10.4 billion initial public offering in 2012.