The new directors refer to Jennifer Duong Young and Wong Su Yen, who were both appointed as independent non-executive directors via directors’ resolutions in writing.
Kwek adds that his son, Sherman Kwek, Philip Lee, Wong Ai Ai and the remaining directors acting in concert with them, have also undertaken not to “take any further actions regarding their attempted changes to the board committees and management of certain CDL’s subsidiaries, until further notice of [the] court”.
The “irregularly constituted” nominating and remuneration committee has also been suspended from taking further action.
With this, CDL’s board committees and the management of the relevant subsidiaries are “now safe” from “further attempts to destabilise, dismantle and reconstitute them,” says the elder Kwek.
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“The board and the management of these subsidiaries will now be able to function normally and without unwarranted interference as they were prior to the attempted coup,” he adds. “I must stress that strong corporate governance is the foundation of a well-functioning and sustainable business. It ensures transparency, accountability, and responsible decision-making, which are critical to maintaining investor confidence and protecting the long-term interests of our shareholders.”
On the morning of Feb 26, CDL shocked the markets by calling for a trading halt and a last-minute cancellation of its FY2024 results briefing, which was scheduled to take place later that day.
In a media statement released at 1.51pm, CDL said the decision to suspend the trading in its shares temporarily was due to a “disagreement” within the board in relation to the composition and constitution of the board and the board committees.
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“Despite this temporary suspension, our business operations remain fully functional and unaffected. Mr Sherman Kwek remains the group chief executive officer until such time as there is a board resolution to change company leadership,” it said.
In his first press statement, the elder Kwek accused his son, Lee, Wong and a group of directors acting with them of trying to “consolidate control of the board and the group”.
He added that he had already filed court papers on Feb 25 to “set things right”, a move which is “necessary” to deal with the “attempted coup”.
“We intend to change the CEO at the appropriate time. We will continue to explore all legal options available to us to vigorously defend and protect the interests of CDL and its shareholders,” said Kwek, who added that should Sherman be removed as CEO, the incumbent chief operating officer (COO), Kwek Eik Sheng, will serve as the interim CEO.
Shares in CDL last traded at $5.12 before its trading halt on the morning of Feb 26.
See also:
- SIAS asks CDL to clarify Dr Catherine Wu’s role at M&C, process of board appointments, and shareholder safeguards
- Dr Catherine Wu resigns; CDL CEO can ‘no longer’ make corp governance allegations and justify board coup: Kwek Leng Beng
- Urgency of court application stems from disruption of CDL’s corporate structure; Phillip Yeo sees saga as distraction
- Primary reason behind CDL’s dispute is related to M&C board advisor Dr Catherine Wu, says Sherman Kwek
- Father and son battle it out in court for control for CDL
- Sherman Kwek to remain as group CEO of CDL; finds episode 'incredibly disappointing'
- CDL calls for trading halt, cancels FY2024 results briefing
