Stone Master board says today's EGM invalid

PETALING JAYA: An attempt by Stone Master Corp Bhd’s board to stop an EGM from being convened today was thwarted yesterday when the company’s vice-president and executive director, Datuk Lee Fong Yin @ Lee Vun Ya, obtained an interim injunction to ensure that it goes ahead.
Stone Master, a Practice Note 17 company, announced yesterday that Fong Yin obtained an interim injunction to ensure that Datuk Koh Mui Tee and Lee Hwa Cheng, named as defendants, as directors of Stone Master, furnish her with the General Meeting Record of Depositors of the company in order to ensure the orderly convening of the EGM, which was called to remove Koh and Hwa Cheng.
The injunction also ensures that Koh and Hwa Cheng will not chair the EGM and seek to appoint directors either to fill seat vacancies or add on to the existing board.
The interim injunction lasts until the hearing of the application inter partes on June 9, 2017.
Earlier in the day, the board of directors of Stone Master announced that it does not recognise the EGM scheduled to be held today due to the unauthorised removal of proxy forms.
It also filed an application for an injunction to inter alia restrain the holding of the EGM and to restrain Fong Yin and Eii Ching Siew @ Yii Ching Siew from giving any effect to the EGM Notice and to any resolutions purported to be approved at the EGM.
It further seeks a declaration that the two have breached their fiduciary duties.
Fong Yin is the single largest shareholder in Stone Master with a 28.6% stake. Ching Siew holds a 18.4% interest.
The EGM, which was called by Fong Yin, also seeks the appointments of eight new directors, namely Ma Jee Choong, Datuk Abdul Aziz Mohamed, Low Eng Tack, Ng Boon Siong, Tan Wee Hock, Ananda Kumar Ramayah, Foo Chooi Wai and Leong Kam Soon.

The company said in a statement yesterday that Fong Yin together with Low Eng Tack, a candidate for independent director nominated by Fong Yin, and a representative of Eii by the name of Ng Soon Heng, had attended at the company’s registered office last Friday and apparently brought along some proxy forms and inserted them into a box placed by Fong Yin inside the office since May 3, 2017. It further claimed that the trio had opened the box, and removed proxy forms and later moved the box at the front door of the office.
“By reason of these incidents, the company and its shareholders can no longer place any confidence in the fairness and independence of the upcoming EGM.
“There is now no reliable way to determine whether proxy forms may have been added, removed, defaced, marked or otherwise in any way tampered with,” it stressed.
Earlier, Stone Master’s external auditors, Messrs Baker Tilly Monteiro Heng, expressed a qualified opinion on the company’s audited financial statements for the financial year ended Sept 30, 2016 due to a material uncertainty that may cast significant doubt about its ability to continue as a going concern.
The external auditors also recommended that an investigative audit be commissioned to obtain explanations on the Securities Commission Malaysia’s suit against the company’s deputy managing director Datin Chan Chui Mei for allegedly causing wrongful loss to the company.
Stone Master shares closed half a sen higher at 26 sen yesterday.