SINGAPORE - Offshore marine firm SBI Offshore announced on Thursday morning (Sept 15) the appointment of four new non-executive independent directors who will lead the company's investigation into a troubling PwC report alleging possible breach of securities laws in past transactions involving two former CEOs of the company.
The four new directors - James Kho Chung Wah, Mark Edward Pawley, Ling Yew Kong and Lawrence Kwan Hon Kay - have no previous association with the company, Catalist-listed SBI Offshore said in a filing to the Singapore Exchange. Their appointment were effective from Wednesday (Sept 14).
"Whilst the board had previously thought that the addition of one or two directors should be adequate, the gravity and implications of the PwC NPT findings that was announced on 10 September 2016 makes it imperative for the board now to introduce a larger number of new and independent directors who were previously uninvolved with the company," said the filing.
SBI Offshore added that the new appointees "will lead the investigations into the findings and the grave and very serious implications arising from the PwC NPT findings, as well as actions and other steps by the company, as may be necessary to recover properties and moneys (if any), to seek redress for and/or enforce against breaches of duties (if any), and generally to protect the company's interests."
The Business Times has reported that the PwC report has unearthed two sets of conflicting agreements on the purchase and subsequent sale of China-incorporated company Jiangyin Neptune Marine Appliance Co (NPT). These agreements were signed by one or both of the company's former CEOs, Mr Tan Woo Thian and Mr Hui Choon Ho.
Depending on which agreement is deemed valid, the two sets of documents raise the possibility of breaches in the rules binding Singapore's securities, SGX and Catalist listings - and even China's tax laws, said PwC, which has recommended that the board seek legal advice to review its findings.
Mr Tan and Mr Hui own nearly 14 per cent and 12 per cent respectively of the company, according to Bloomberg data.
They and some other shareholders have requisitioned for an extraordinary general meeting (EGM), which will be held on Friday (Sept 16), to force out the company's current CEO Chan Lai Thong and appoint four new directors.
SBI Offshore's chairman is Mirzan Bin Mahathir, the son of Malaysia's former premier Mahathir Mohamad.