SINGAPORE (THE BUSINESS TIMES) - MC Payment on Wednesday (June 16) said it "cannot agree" with controlling shareholder Ching Chiat Kwong's suggestion that the company's poor financial performance has made it necessary for Mr Ching to safeguard his investment by asking for a board refresh.

Mr Ching is looking to add five directors to MC Payment's board, including himself. Resolutions for this will be put to a vote at an extraordinary general meeting (EGM) on June 30, MC Payment said.

He is also proposing to remove all board directors save for one. Resolutions for this will be deferred to another EGM, the company said.

In its EGM circular on Wednesday, MC Payment said Mr Ching's first requisition notice "sought to give the impression that the company has performed poorly" and that "without his financial support, the company would not be able to continue".

Disputing this, MC Payment said the company's reverse takeover (RTO) of Artivision Technologies has benefited Mr Ching. With the injection of MC Payments into Artivision, the loans he extended to Artivision could be repaid.

Moreover, through the RTO and related agreements, Mr Ching had negotiated terms that netted a pay-out worth of $21.9 million as at June 11 - the latest practicable date.

The company also noted that since an annual general meeting on April 28, at which Mr Ching's son Shawn Ching and another director linked to Mr Ching were not re-elected, the current management has had limited time and opportunity to run and advance its financial technology business.

In its timeline of events, MC Payments said it had held discussions with Mr Ching from May 4 to 28 in a bid to reach an amicable resolution. None of these discussions resulted in a resolution.

Mr Ching held a 27.06 per cent stake in MC Payment as at April 29. He is looking to appoint himself, his son, Harry Ng, Rothschild Chee and Tan Chee Keong to MC Payment's board.

The company will be issuing a second circular to shareholders on or before June 23, which will circulate further information and documents provided by the proposed directors, report the board's findings on the suitability of the proposed directors, and respond to Mr Ching's allegations.

The second circular will also provide MC Payment's nominating committee and sponsor's requisite assessment of the proposed directors.

Shareholders must lodge their proxy forms by 2.30pm on June 27. The EGM will take place at 2.30pm on June 30 by electronic means, the company said.

Shares of MC Payment were trading flat at 32 cents as at 10.58am on Wednesday.