Shareholders also rejected resolutions on appointing replacement directors including Tunku Kamariah, Heeschen and former KNM director Flavio Porro at today’s virtual extraordinary general meeting.
KNM’s largest shareholder Tunku Yaacob Khyra, with a 9.5% indirect stake, managed to prevail after 184 shareholders holding 1.04 billion shares or 62.18% of the votes cast voted against his removal. A total of 158 shareholders with 634.47 million shares or 37.82% voted against him.
CEO Ravindrasingham Balasingham also retained his seat on the board after 195 shareholders holding 1.05 billion shares or 52.39% of the votes rejected the resolution to remove him and replace him with Edwin Silvester Das, who failed in his bid to be appointed as director.
However, two directors aligned with Tunku Yaacob – Zulhasnan Rafique and Steve Ho – were ousted. The other five directors – Yee Hong Ho, Thulasy Suppiah, Uwe Ahrens, James Beltran and Indera Naresh Mohan – managed to cling on to their seats.
Tunku Kamariah, the elder sister of the Johor Sultan, failed to get into the board after 195 shareholders holding 1.05 billion shares or 52.34% voted against the resolution to appoint her as director. Some 141 shareholders holding 959.54 million shares or 47.66% voted for the resolution.
Likewise, Heeschen, who has an 8.25% deemed interest in KNM, garnered 47.21% or 960.62 million shares for the resolution to appoint him as director while 188 shareholders holding 1.05 billion shares or 52.29% voted against it.
In a statement, Tunku Yaacob, a member of the Negeri Sembilan royalty, thanked shareholders for their trust and support to continue with his leadership and deliver on its strategy to turn around the oil and gas services company.
“The board remains fully committed to ensure their targets of debt settlement within nine months through a partial IPO of Borsig, which in turn will ensure a profitable and sustainable future for KNM, its shareholders and all stakeholders,” the statement said.
KNM’s prized asset Borsig, a German machinery and equipment company, is on track for an initial public offering (IPO) by the second half of 2024 on the Singapore Exchange (SGX).
It is seeking to raise some RM900 million from the IPO proceeds to pare down the Practice Note 17 (PN17) company’s existing debt of some RM1.1 billion, whilst holding a stake of 40% after the flotation.
Tunku Kamariah cries foul
The month-long saga to wrest control of KNM was supposed to come to a conclusion today but the outcome of the voting has erupted in controversy after Tunku Kamariah alleged possible irregularities in the vote count.
She said the proposed board of directors collectively do not recognise the outcome of today’s EGM. “We will be calling for an investigation over possible irregularities in the vote count of today’s EGM,” she said in a statement today.
“It became clear during the virtual voting that one resolution was not voted on with Heeschen’s 323 million shares. The importance of that point is it proves that the physical proxy form as given by Heeschen prior to the EGM was not recognised,” she claimed.
She also alleged KNM denied their request for an independent lawyer to observe the vote count at the EGM.
Meanwhile, Heeschen said the group is assessing the situation and will discuss with its advisers. “Our options range from conditional offers to dialogues with creditors and other stakeholders,” he added.
In a press briefing in Kuala Lumpur last week, Heeschen said his presence in Malaysia was to protect his investment and that this was not a “hostile takeover”.
KNM’s shares were unchanged at 12 sen at the close, valuing the group at RM445.9 million.