This article first appeared in The Edge Financial Daily on February 13, 2019

KUALA LUMPUR: Five of the 14 defendants in FGV Holdings Bhd’s RM514 million civil suit have filed a counterclaim against the group over the decision to initiate the legal action.

The five, all former non-executive directors of the group, are Tan Sri Ismee Ismail, Tan Sri Wan Abdul Aziz Wan Abdullah, Tan Sri Sulaiman Mahbob, Datuk Nozirah Bahari and Datuk Fazlur Rahman Ebrahim.

In a filing with Bursa Malaysia, FGV said the five are seeking damages and a declaration that the group and its current directors are liable for the loss of RM514 million mentioned in the lawsuit.

FGV said its solicitors are reviewing the counterclaim and advising the group on the matter. “The company will make the necessary announcements on further developments of the legal proceedings as and when there is a material update,” it added.

On Nov 23 last year, FGV initiated a suit against 14 former directors and employees, including former chairman Tan Sri Mohd Isa Abdul Samad and former president and chief executive officer Datuk Mohd Emir Mavani Abdullah, concerning FGV’s acquisition of Asian Plantation Ltd (APL) in 2014.

FGV alleged that the defendants had failed to discharge their respective fiduciary duty, duty of fidelity and duty to exercise reasonable care, skill and diligence.

FGV is seeking relief against the defendants for damages totalling RM514 million for loss from the acquisition of APL, or alternatively, damages for loss from the acquisition to be assessed by the court.

In the five defendants’ counterclaim, they claimed the current FGV board had initiated the suit to cover up their weaknesses in managing the group, leading to a drop in FGV share price and had alluded the loss was due to the APL purchase, Malaysiakini reported.

The news portal said the five further claimed the current board’s move is to discredit the previous board, which they said had taken all efforts to expand FGV and safeguard its potential future revenue.

Ismee claimed that since the case was filed, he has not been able to accept any offer of directorship, while Wan Abdul Aziz had to tender his resignation from Permodalan Nasional Bhd and RAM Holdings Bhd.

Sulaiman, meanwhile, said he had to resign as Telekom Malaysia Bhd chairman, while Nozirah claimed she had to resign from RHB Islamic Bank Bhd, while her chairpersonship of Cradle Funds was not renewed.

Fazlur Rahman said he had to resign from the Securities Commission Malaysia, Bank Simpanan Nasional and Permodalan Felcra Bhd.