KUALA LUMPUR: Sime Darby Bhd has received the green light to intervene in a legal challenge that an Eastern & Oriental Bhd (E&O) minority shareholder has filed against the Securities Commission (SC). Sime Darby has just acquired a 30% stake in E&O.
In a filing with Bursa Malaysia yesterday, Sime Darby said the court had allowed a bid by its unit, Sime Darby Nominees Sdn Bhd, to intervene in the judicial review application by E&O minority shareholder Michael Chow Keat Thye against the SC.
Sime Darby had to file the application seeking court permission to intervene in Chow’s application for judicial review because only the SC was named as a respondent in the matter.
Sime Darby had earlier said it was seeking to intervene in the judicial review proceedings on the basis that it should be afforded the opportunity to be heard during the proceedings, given that its legal and commercial interest will be directly affected by it.
To recap, Chow filed for judicial review against the SC in late December last year after the regulator decided not to compel Sime Darby to make a general offer for all remaining shares in E&O.
This came after Sime Darby’s contentious purchase of a 30% stake in E&O from its major shareholders — E&O managing director Terry Tham Ka Hon, GK Goh Holdings and Tan Sri Wan Azmi Wan Hamzah.
The deal sparked a debate as to whether Sime Darby could be deemed to be acting in concert with the three vendors, a claim which Sime Darby and the three E&O shareholders denied.
After investigating the matter, the SC ruled in October last year that the plantations-based conglomerate’s acquisition of the 30% equity interest in E&O did not trigger a mandatory offer obligation.
The SC also found no collusion between Sime Darby and Tham with regard to the deal, which saw Sime Darby pay RM766 million for the 30% block.
At RM766 million, the deal valued E&O at RM2.30 a piece or a 59% premium to E&O’s share price when the deal was announced on Sept 9 last year.
In his application for judicial review, Chow is reportedly seeking a court order to compel the SC to revoke its waiver of a general offer.
Chow is reportedly arguing that the premium which Sime Darby paid for the 30% block was clearly to gain control of the company.
This article appeared in The Edge Financial Daily, January 13, 2012.
In a filing with Bursa Malaysia yesterday, Sime Darby said the court had allowed a bid by its unit, Sime Darby Nominees Sdn Bhd, to intervene in the judicial review application by E&O minority shareholder Michael Chow Keat Thye against the SC.
Sime Darby had to file the application seeking court permission to intervene in Chow’s application for judicial review because only the SC was named as a respondent in the matter.
Sime Darby had earlier said it was seeking to intervene in the judicial review proceedings on the basis that it should be afforded the opportunity to be heard during the proceedings, given that its legal and commercial interest will be directly affected by it.
To recap, Chow filed for judicial review against the SC in late December last year after the regulator decided not to compel Sime Darby to make a general offer for all remaining shares in E&O.
This came after Sime Darby’s contentious purchase of a 30% stake in E&O from its major shareholders — E&O managing director Terry Tham Ka Hon, GK Goh Holdings and Tan Sri Wan Azmi Wan Hamzah.
The deal sparked a debate as to whether Sime Darby could be deemed to be acting in concert with the three vendors, a claim which Sime Darby and the three E&O shareholders denied.
After investigating the matter, the SC ruled in October last year that the plantations-based conglomerate’s acquisition of the 30% equity interest in E&O did not trigger a mandatory offer obligation.
The SC also found no collusion between Sime Darby and Tham with regard to the deal, which saw Sime Darby pay RM766 million for the 30% block.
At RM766 million, the deal valued E&O at RM2.30 a piece or a 59% premium to E&O’s share price when the deal was announced on Sept 9 last year.
In his application for judicial review, Chow is reportedly seeking a court order to compel the SC to revoke its waiver of a general offer.
Chow is reportedly arguing that the premium which Sime Darby paid for the 30% block was clearly to gain control of the company.
This article appeared in The Edge Financial Daily, January 13, 2012.
