SMI

0.570

+0.005 (+0.9%)

MATERIAL LITIGATION 1) SPECIAL NOTICE PURSUANT TO SECTION 206(3) AND 322 OF THE COMPANIES ACT 2016 OF INTENTION TO MOVE RESOLUTIONS DATED 17 FEBRUARY 2023 FROM HONSIN APPAREL SDN BHD (HONSIN) AND HIQ MEDIA (MALAYSIA) SDN BHD (HIQ) (SPECIAL NOTICE) 2) REQUEST FOR RECORD OF DEPOSITORS DATED 20 FEBRUARY 2023 3) ORIGINATING SUMMONS NO: WA-24NCC-103-02/2023 4) ORIGINATING SUMMONS NO: WA-24NCC-154-03/2023

SOUTH MALAYSIA INDUSTRIES BERHAD

Type Announcement
Subject MATERIAL LITIGATION
Description
1) SPECIAL NOTICE PURSUANT TO SECTION 206(3) AND 322 OF THE COMPANIES ACT 2016 OF INTENTION TO MOVE RESOLUTIONS DATED 17 FEBRUARY 2023 FROM HONSIN APPAREL SDN BHD (HONSIN) AND HIQ MEDIA (MALAYSIA) SDN BHD (HIQ) (SPECIAL NOTICE)

2) REQUEST FOR RECORD OF DEPOSITORS DATED 20 FEBRUARY 2023

3) ORIGINATING SUMMONS NO: WA-24NCC-103-02/2023 

4) ORIGINATING SUMMONS NO: WA-24NCC-154-03/2023

The Company refers to its announcements dated 21 February 2023, 27 February 2023 and 28 February 2023 respectively.

 

The Board of Directors wishes to inform that the Company, had on 15 March 2023, filed an Originating Summons No. WA-24NCC-154-03/2023 (“OS”) at the High Court of Malaya at Kuala Lumpur against Honsin Apparel Sdn Bhd and HIQ Media (Malaysia) Sdn Bhd (collectively, the “Defendants”).

The OS is to seek the following reliefs:-

 

1. That the proposed notice of Extraordinary General Meeting ("EGM”) as set out in the Special Notice where Honsin and HIQ had proposed for the EGM to be held on 24.03.2023 be declared improper, illegal, unlawful and unconstitutional;

2. That the Defendants do pay costs of and/or incidental to the OS to the Company; and

3. Such further or other orders or directions be made or given by the Honourable Court as it determines just in the circumstances.

The grounds of the OS are set out as follows:-

1. Section 327 of the Companies Act 2016 and Article 61 of the Constitution of the Company (“Constitution”) do not allow meetings to be held on a fully virtual basis through live streaming and online remote voting;

2. The basis for holding the proposed EGM on a fully virtual basis through live streaming and online remote voting arising out of Covid-19 health concerns is no longer applicable;

3. The directive to limit to only the shareholders or members appearing on the Record of Depositors (“ROD”) as at 20.02.2023 is contrary to Article 65 of the Constitution, in particularly Article 65.2 and Article 65.3 and Paragraphs 7.16(1) and 7.16(2) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad which allow any person whose name appears in the ROD three (3) market days before the general meeting to speak and vote at the general meeting;

4. The proposed manner of voting by poll is contrary to Article 70 and Article 71 of the Constitution, particularly excluding the right of the chairman to appoint proper scrutineers over the voting process; and

5. To protect the interest of the Company and all its shareholders to ensure the shareholders are afforded and provided with their full constitutional right to attend, participate and vote at any proposed EGM without exclusion.

 

This announcement is dated 15 March 2023.

 

 

 






Announcement Info

Company Name SOUTH MALAYSIA INDUSTRIES BERHAD
Stock Name SMI
Date Announced 15 Mar 2023
Category General Announcement for PLC
Reference Number GA1-15032023-00046