This article first appeared in The Edge Malaysia Weekly on August 30, 2021 - September 5, 2021

A boardroom tussle at property developer Symphony Life Bhd broke out last Wednesday, as its largest shareholder Muar Ban Lee Group Bhd (MBL) called for an extraordinary general meeting (EGM) on Sept 23 to remove three directors, and to replace them with three others.

Recall that MBL emerged earlier this month as the largest shareholder in Symphony Life, after its wholly-owned Theron Holdings Sdn Bhd raised its stake in the property developer, giving MBL a combined equity interest of 17.918%, of which 14.41% is held through Theron.

Now, MBL is seeking to remove existing directors Loi Chee Fong, Ng Ying Yiing and Teo Chiah Chyi, and replacing them with Datuk Chua Heok Wee, Tan Sri Tan Khoon Hai and Teh Eng Aun.

In a notice to Symphony Life’s shareholders on Aug 25, Chua — a director of Theron and managing director of MBL — stated that the reason for moving these resolutions is to replace the outgoing directors, with whom the requisitionists disagree on the direction in which they are taking the company.

“We are confident our view will be shared by most of the shareholders of the company, and we wish to persuade our fellow shareholders at this upcoming EGM to allow replacement and appointments to be made to the board so that these new directors may enact appropriate oversight over the governance of the company’s decisions and safeguard the interest of all appropriate stakeholders,” he wrote.

While it is not publicly known or immediately clear the nature of the disagreement between MBL and the three directors it is seeking to remove, one can’t help but wonder why MBL did not attempt to remove the entire board, including Symphony Life group CEO Chin Jit Pyng.

According to Symphony Life’s website, it currently has seven directors. They are Chin, chairman Datuk Jasmy Ismail, independent directors Soon Wing Chong and Wong Ping Eng, as well as the three MBL sought to remove, namely Loi, Ng and Teo.

If MBL is unhappy with the company’s direction, why did it single out the trio? What have they done to warrant removal? Are the other four directors — Jasmy, Chin, Soon and Wong — not equally responsible for Symphony Life’s direction?

After all, both Loi and Ng were appointed as independent non-executive directors in March, whereas Teo just joined the company as non-independent executive director in June. In fact, Ng was also redesignated as executive director and appointed as chief financial officer in June.

In comparison, Chin has served the board the longest — since 2001 — before he was redesignated as executive director in March, and subsequently made CEO in April. Jasmy joined the board in 2018, while Soon and Wong joined this year.

So what is MBL’s beef with Loi, Ng and Teo?

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