KUALA LUMPUR (Sept 27): After seven directors were removed last month, Caely Holdings Bhd — a lingerie maker that has been embroiled in shareholder fights and probes by Malaysian Anti-Corruption Commission (MACC) for past five months — appointed two more former police officers to the board.

Caely announced the appointment of Chong Seng Ming, 61, and Datuk Mior Faridalathrash Wahid, 60, as the company’s independent and non-executive directors.

Both have more than 40 years of experience as police officers with backgrounds in law, according to the company’s filing with Bursa Malaysia.

Meanwhile, Ng Keok Chai, who served 36 years in the Royal Malaysian Police, is the company’s executive chairman. The company clarified that the appointment was made on Aug 29, instead of Sept 29 as stated in the earlier filing dated Sept 2.

“He (Ng) specialises in criminal investigations across various fields which include commercial crime, general crime and forensic accounting, with ample management and special operations experience,” Caely said in the bourse filing.

Together with Datuk Kang Chez Chiang, there are now four former police officers sitting on Caely’s board. Kang had served the police force for 39 years and six months.

The Teluk Intan-based lingerie maker has also appointed a former auditor, Kenny Khow Chuan Wah.

In a separate bourse filing, Caely said 47-year old Khow has more than 13 years of experience as an auditor with PricewaterhouseCoopers (PwC) Malaysia, including two years of secondment at PwC London.

The other directors who joined recently are Leong Seng Wui and Krishnan Dorairaju.

Interestingly, three board members of Caely, namely Ng, Khow and Leong, are also the directors of Green Packet.

Meanwhile, its two directors, Ng and Kang, are on the board of glovemaker Hong Seng Consolidated Bhd, which coincidentally Khow had stepped down from the post of executive director in March this year.

Ng and Khow are the directors of CSH Alliance Bhd (formerly known as KTG Bhd).

Khow holds directorship in MMAG Holdings Bhd as well.

Ng, 63, is currently sitting on the board of Ingenieur Gudang Bhd (former Dynaciate Group Bhd).

Leong, an executive director, is indeed among the 12 defendants in the lawsuit that Caely filed last month to recover alleged misappropriated funds amounting to RM30.55 million.

Other defendants include Kok Kwang Lim, Valhalla Capital Sdn Bhd, Datuk Seri Goh Choon Kim — who is the single largest shareholder, holding a 21.05% stake; plus the group’s former managing director Datuk Chuah Chin Lai and his wife Datin Fong Nyok Yoon, and six others.

Fong, the founder of Caely, quit as non-executive director last month. She holds a 7.38% stake.

Caely’s statement of claim indicated that these 12 defendants collectively own 50.01% shareholding.

Caely, together with its wholly-owned subsidiary Caely (M) Sdn Bhd (CMSB), also sought exemplary damages from Chuah and Fong for alleged breach of fiduciary duty during their tenure as directors in both companies.

It sued the 10 other defendants for their conspiracy with Chuah and Fong to cover up the misappropriation and breach of fiduciary duty.

However, the seven directors who initiated the lawsuits have been removed. It is not known whether the new board members will pursue the case, moving forward.

To recap, the seven directors were ousted as the High Court last month ruled that the resolutions to remove the board members were passed at the EGM.

Koo Chen Yeng, the daughter of the second largest shareholder Datuk Seri Tee Yam @ Koo Tee Yam, is among the directors that have been ousted. Tee Yam holds a 19.12% stake in Caely.