Thursday 28 Mar 2024
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KUALA LUMPUR: Tanjung Offshore Bhd has filed an injunction application in court to prevent its suspended non-independent, non-executive director Tan Sri Tan Kean Soon and two others from requisitioning an extraordinary general meeting (EGM).

According to a press release issued by Tanjung Offshore (fundamental: 1.85; valuation: 0.6), the company contends that the special notice, EGM notice and circular sent to the shareholders were in bad faith and therefore invalid.

“The notices and the circular reflect the intention of the requisitioners to wrest control of the board and [seize]control of Tanjung Offshore. If this occurs, the investigations and the company’s civil suit against them is likely to be derailed,” it said.

To recap, Tan, together with Datuk Dr Nik Norzrul Thani N Hassan Thani and Datin Norhafizah Mohd Nordin, had requisitioned an EGM to remove three independent directors with immediate effect. 

They are George William Warren Jr, Datuk Ab Wahab Ibrahim and Shahrizal Hisham Abdul Halim. They are coincidentally the members of an independent committee that recommended the suspension of Tan and two others for alleged breach of fiduciary duties, among others. 

The EGM to vote on the removal of the trio has been scheduled for March 27. The requisitioners are also proposing to appoint five new directors as well as remove Rahmandin @ Rahmanuddin Md Shamsudin, who was appointed director and chief executive officer on Feb 12.

Tan’s requisition came after he and executive director Muhammad Sabri Ab Ghani, together with paid advisor Datuk Harzani Azmi, were suspended in January of their executive and adviser roles after findings by the independent committee.

The independent committee was established on Jan 8 by Tanjung Offshore to conduct an internal review following speculative media articles and purported complaints to the authorities against the company.

The company claimed that the committee had also found that Tan and Sabri had diverted a business opportunity and potential income away from Tanjung Offshore to a company called HMS Oil & Gas Sdn Bhd (HMS) in relation to a vessel charter. HMS is a company allegedly connected to Tan, Sabri and Harzani.

The findings of the committee were subsequently submitted to the Securities Commission and Bursa Malaysia. The company had also lodged a police report against the trio.

Tanjung Offshore said yesterday that the application for the injunction is part of a civil suit filed on March 17 in the Kuala Lumpur High Court against Tan, Sabri, Harzani, HMS, Nik Norzrul and Norhafizah seeking various declarations and damages.

The company had earlier filed a RM100 million defamation suit on Feb 24 against Tan and six others for comments made in certain published articles. 


The Edge Research’s fundamental score reflects a company’s profitability and balance sheet strength, calculated based on historical numbers. The valuation score determines if a stock is attractively valued or not, also based on historical numbers. A score of 3 suggests strong fundamentals and attractive valuations. Go to www.theedgemarkets.com for more details on a company’s financial dashboard.

 

This article first appeared in The Edge Financial Daily, on March 20, 2015.

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