Tensions at Nobel Design shareholder meeting over longstanding governance claims

Company founder and former director Bert Choong, who was present at its extraordinary general meeting along with other board members, blasted the management for poor governance.
Company founder and former director Bert Choong, who was present at its extraordinary general meeting along with other board members, blasted the management for poor governance.PHOTO: SPH

SINGAPORE - The board members of Singapore-listed Nobel Design came under some heat at its extraordinary general meeting on Monday (Sept 7) as the furniture and property company sought shareholder approval for its revised 2014 financial statements.

Although the resolution was passed, a number of shareholders and proxies attending the meeting saw the revision as proof that the original statements were inaccurate.

The original statements were approved in Nobel's annual general meeting in April, where shareholders also issued criticism of the board over alleged issues of accounting lapses and corporate governance problems.

One of the key points of contention was the distinction between joint operations and joint ventures under a financial reporting standard, FRS 111, which has an impact on how assets and liabilities are presented.

In response to the criticisms, Nobel hired PwC to review the accounts after the AGM, leading to the revised statements.

But when pressed with the same allegations again on Monday, Nobel chairman Adrian Chan refused to comment on whether the company had committed an error.

He told reporters after the EGM that the accounting issues were a matter of judgment, and the revision was simply a more "appropriate" representation.

Mr Chan added that despite the revision, shareholders are not affected as Nobel's earnings and net assets per share remain unchanged.

Another resolution was also passed at the EGM, changing Nobel's auditors from Nexia TS to Ernst & Young.

Several attending the EGM were unhappy with the whole exercise, calling it a waste of money and a reflection of incompetence on the part of Nobel's AC committee.

The interactions between the EGM participants and the board became more heated when company founder and former director Bert Choong, who was also present, blasted the management for poor governance.

Mr Choong, who was voted out of the board in April's AGM, is currently involved in a defamation lawsuit against Nobel's board members, following their previous statement that Mr Choong had possibly breached his fudiciary duty.

As Mr Choong persisted with his questions, Nobel's lawyer intervened, citing concerns of sub judice. Both parties then engaged in a brief exchange of stern words.

After the EGM concluded, Mr Choong - who still has 25 per cent of the shares in Nobel - raised his voice at the departing board members, saying he will call for further EGMs to move for a motion of no confidence against the board.

Responding to the drama, Mr Chan told reporters: "We believe we have the support of the majority of shareholders. Our focus will be on our business... We can't stop people from throwing stones at us."