KUALA LUMPUR (Feb 17): Safari Alliance Sdn Bhd, which owns an 11.834% stake in diversified company Tiger Synergy Bhd, has filed a suit against the latter to invalidate the extraordinary general meeting (EGM) notice that was issued by the current board of directors of Tiger Synergy.

In a statement, Safari Alliance' major shareholder Goh Ching Mun alleged the EGM proposed to be convened on Thursday (Feb 20) by Tiger Synergy's current board of directors is an attempt to hijack Safari Alliance's planned EGM for Tiger Synergy on March 2, 2020.

According to Safari Alliance's statement, Safari Alliance had called for an EGM to remove all seven current directors of Tiger Synergy and to reconstitute the board of Tiger Synergy.
 
"Strangely, the resolutions in Tiger Synergy’s notice of EGM, which was issued a month after Safari Alliance’s, was an exact replica with the exception of two additional directors. These two new nominated directors are namely Mr Ng Hong Ming and En Marzuki Hussain, who have been nominated by shareholders Shia Xze Chyien and Wai Choo respectively.

"Other nominated directors are namely Mr Goh Ching Mun, who is a director and shareholder of Safari Alliance; Mr Leong Keng Wai, Mr Ng Leong Teck, En Azmi Osman and Mr Yeoh Lam Huat. If all were voted in by shareholders, the inclusion of the two new nominated directors would bring the board back to seven directors in total," Safari Alliance said.

Goh said in the statement that Safari Alliance had called for the EGM because of concerns relating to the management and operations of Tiger Synergy.

He said today that this stems from the sudden resignation of Tiger Synergy's external auditors Messrs UHY on Sept 11 2019, without any reasons given.
 
“In addition, there was also an unexplained upward adjustment to land held for property development in the unaudited financial accounts of Tiger Synergy between the 2nd quarter and 3rd quarter of FY19. Furthermore, there were millions in cash not properly accounted for, arising from shares issued during the financial year.

“Tiger Synergy’s (current board of directors') move for an EGM to take place earlier on 20 February is clearly an attempt to hijack the meeting to serve the current board’s own agenda. It makes no sense to call for an EGM earlier, on the pretext of saving time and cost from convening several EGMs, as apparently, there were multiple requests from various shareholders for the removal and appointment of directors.

“The way the two new directors have been nominated and how the existing five nominated directors, myself included, have been directed to take part in this new EGM, has also given rise to concerns on the motives of the current board,” Goh claimed.

Goh said he declined to be nominated to Tiger Synergy's board at this Thursday's (Feb 20) EGM, because he does not want to be held responsible for the company's unaudited 4QFY19 results, which has to be approved by the board and released by the end of February 2020.

He said this is in view of the several "red flags" that have come to his attention in Tiger Synergy's unaudited accounts for FY19.

“I believe that the new board should be in place with a clean slate, in order to perform its fiduciary and leadership duties effectively. That was why Safari Alliance, as a substantial shareholder of the company, had started the ball rolling and called to convene the EGM on 2 March 2020,” Goh said.

Safari Alliance has filed the suit against Tiger Synergy at the Commercial Division of the High Court here.

In the statement today, Safari Alliance said in addition to applying to invalidate the EGM notice by Tiger Synergy's board of directors and void the EGM if it were to be convened on Thursday (Feb 20), the suit also called for Tiger Synergy to be refrained from taking further steps to prevent the March 2 EGM called by Safari Alliance.

At the time of writing this report today, Tiger Synergy's board of directors had not issued a statement in response to Safari Alliance and Goh's allegations.

At Bursa Malaysia, Tiger Synergy shares were traded unchanged at seven sen at 4:34pm, for a market capitalisation of RM95.21 million. The stock saw some 19 million shares transacted.

Tiger Synergy's website indicates the company's businesses include property development and timber operations.