Friday 19 Apr 2024
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This article first appeared in The Edge Financial Daily, on May 27, 2016.

KUALA LUMPUR: Lysaght Galvanized Steel Bhd’s outgoing chief executive officer (CEO) Liew Hoi Foo yesterday raised many questions at the heated shareholders’ meeting on whether the recent change in Lysaght’s ultimate holding company, Lysaght (M) Sdn Bhd (LMSB), would trigger a mandatory general offer (MGO).

According to the shareholders present, Liew read aloud his list of questions that mostly revolved around the upstream changes in Lysaght’s ultimate holding company, and whether certain directors were privy to that information earlier.

“The question list was about three pages long and he read out the questions one by one. He didn’t really demand answers from the board. He just wanted it to be on record,” said one shareholder, who preferred not to be named.

The Edge Financial Daily sighted a copy of Liew’s list, which also included questions pertaining to timely disclosures of material information and matters like dividend payments, and director fees. When contacted, he declined to comment further.

Interestingly, Liew holds a substantial 17.1% stake in LMSB — the single largest shareholder of Lysaght — through WTWT Sdn Bhd. LMSB controls a 55.14% stake in the listed entity. Liew also owns a direct 15.46% in Lysaght through Ingli Sdn Bhd.

Yesterday’s fiery annual general meeting (AGM) saw some shareholders cross swords with one another and independent director Ee Beng Guan, who chaired the meeting due to chairman Datuk Wan Razali Wan Muda’s absence.

“There were one or two very vocal shareholders, who kept demanding to know if the board was aware that Chew Bros had upped their stake in LMSB and when the board was made aware. But the chair of the meeting kept saying they went with publicly available information,” said another shareholder who was present.

Some shareholders also wanted to know whether Chew Bros (M) Sdn Bhd would make a MGO after it raised its interest in LMSB. Indeed that was also Liew’s question.

It is understood that the Securities Commission Malaysia will need to decide on the confirmation of the issue after receiving the necessary information from relevant parties.

Liew is officially the CEO of Lysaght until June 1 to facilitate a smooth transition from late April when he resigned as managing director after 13 years at the helm of the company his late father-in-law Chew Kar Heing founded. In the interim, Lysaght has appointed executive director Chua Tia Bon as acting CEO.

After Kar Heing’s death in 2014, the family vehicle Chew Bros is now controlled by Liew’s sister-in-law Annie Chew Meu Jong, who is on the board of Lysaght.

On May 11, Lysaght replied to the stock exchange’s query, clarifying that Chew Bros had increased its stake in LMSB from 40% to 51.63%. The additional 11.63% stake in LMSB was acquired from Singapore-based United Engineers Ltd.

Lysaght said that it was informed by Chew Bros, having obtained legal advice, that the increased stake at the level of LMSB does not trigger an MGO pursuant to the Malaysian Code on Takeovers and Mergers 2010.

“[They] are now in the midst of preparing the necessary application for confirmation/ruling on this matter and/or alternatively, application for exemption of the same pursuant to the Code,” Lysaght’s filing read.

When met by reporters outside the AGM, Chew and Chua declined to comment.

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