EGM to remove directors should not be convened - Harvest Court

PETALING JAYA: Harvest Court Industries Bhd said that a planned EGM called by two of its shareholders, Zenith City Investments Ltd and Syawaras Sdn Bhd, to be held on August 8, 2014 did not follow proper procedures and should not be convened.
It told Bursa Malaysia that the two shareholders went ahead to advertise a notice of EGM in two newspapers on July 11, even though Harvest Court had not responded to a request for the Record of Depositors for the calling of an EGM.
"Although Zenith and Syawaras have requested for the Record of Depositors on July 4, 2014, the company should have up to 21 days to response from date of receipt of their request in accordance with Section 34 of the Securities Industry (Central Depositories) Act 1991," it said.
Harvest Court further explained that the two shareholders had left 4,800 copies of the notice of EGM and circular at the company's registered office instead of distributing it to shareholders.
The company said there is no obligation on its side to circulate the notice of EGM on behalf of the shareholders, Zenith and Syawaras, given that the meeting requested is not requisitioned under Section 144 of the Act.
"Therefore, the notice of the EGM had failed to be circulated to the shareholders."
"The company is of the view that an EGM convened under Section 145 of the Act is the sole responsibility of the shareholder to organize," it added.
To recap, Zenith and Syawaras had called for an EGM to put forward the resolutions to remove Datuk Mohamed Amir Abas Zainal Azim, Ng Wai Han, Zainuri Zainal and Woo Mun Chee as directors with immediate effect.
The shareholders wanted to appoint Datuk Seri Abdul Azim Mohd Zabidi, Datuk Chai Woon Chet and Wong Kwai Wah as directors instead, with immediate effect.
The two shareholders had stated that their intention to remove the four directors was due to the deterioration of the company's financial performance under the stewardship of the current board of directors and management.