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Investor and sister call for EGM as International Healthway Corporation seeks legal advice
Gillian
07 September 2016
Two shareholders of International Healthway Corporation (IHC) are demanding that the firm remove four directors from its board.
IHC said on Monday that investor Eric Low and his sister Audrey, who claim to hold a total 11.17 per cent stake in the healthcare firm, sent a notice to the company's directors last week.
The Lows are calling for an extraordinary meeting to be convened and are proposing to remove Ms Lim Beng Choo, an executive director whose role is similar to that of a chief executive.
They also propose that non-independent non-executive chairman Gerald Lim Thien Su, as well as independent directors Ong Lay Khiam and Leonard Chia Chee Hyong, be removed from the board.
Neither Mr Low, who is deputy chief executive of Oxley Holdings, nor Dr Low stated why they wanted the directors removed but this struggle has played out before.
In June, Mr Low and Oxley chairman and chief executive Ching Chiat Kwong, who together held a 26.25 per cent stake in IHC, nominated three new independent directors to stand for election at IHC's annual general meeting in July.
But the resolutions failed to pass, with each of the nominees receiving less than 43 per cent of the vote.
IHC said on Monday that it was verifying the shareholdings of the Lows and seeking legal advice on the validity of their request.
Also on Monday night, a strange set of disclosures to the Singapore Exchange was made by Healthway Medical Corp (HMC). This was the firm that spun off IHC in 2010.
The disclosures detailed transactions made on April 13 that had altered the size of substantial shareholder Fan Kow Hin's deemed interest in HMC. But HMC was notified of these changes only last Friday - months later.
The timely disclosure of changes in substantial shareholders' interests is governed by the Monetary Authority of Singapore under the Securities and Futures Act.
Asked if MAS was investigating the late disclosure, a spokesman said that MAS does not comment on its dealings with specific entities, as a matter of policy.
Changes in shareholdings by significant shareholders are closely watched by investors for various reasons. For example, over at IHC, where Mr Fan is also a substantial shareholder, the firm has $50 million worth of notes due next year and another $50 million due in 2018. The notes have a condition that investors can redeem their holding if the total shareholding of Mr Fan and substantial shareholders Aathar Ah Kong Andrew and Jong Hee Sen, and their immediate family members, fall below 30 per cent.
Mr Fan had left HMC in May last year to join IHC as group chief executive. But he quit in January this year, just eight months after taking up the post.
Ms Lim, a former financial controller at HMC, replaced him as executive director. Mr Fan had been executive chairman of HMC since 2007.