SMI makes Leow Thang Fong CEO after his reappointment as ED rejected by shareholders

KUALA LUMPUR (May 2): South Malaysia Industries Bhd (SMI) has appointed Leow Thang Fong as its new chief executive officer, effective May 1, two months after a group of shareholders rejected him from being re-elected executive director at its annual general meeting (AGM).

During the AGM, 93 shareholders with 56.75 million shares (or 48.78% of the voted shares) supported the re-election of Leow as a director.

However, six shareholders who held 59.59 million shares (51.2% of the voted shares) voted against the motion. It was among five out of seven motions that were rejected at the AGM, SMI's bourse filings showed.

SMI's total share base stood at 209.94 million shares.

The only two resolutions that were passed by shareholders were the motion to reappoint SMI’s external auditor Messrs UHY as well as to reappoint its non-executive chairman, Datuk Dr Abdullah Sepien.

Among other motions rejected at the AGM were the payment of non-executive directors’ fees and benefits, the granting of authority to issue new shares, as well as a waiver of pre-emptive rights among existing shareholders over new shares and securities.

Also rejected was a motion filed by a shareholder, Honsin Apparel Sdn Bhd, to adjourn the AGM until the disposal of a suit filed by Honsin against the company.

Aside from Abdullah Sepien, SMI’s board consists of three other independent and non-executive directors, namely Datuk Zainuddin Yahya, Latifah Abdul Latiff and Datuk Seri Mohd Mokhtar Mohd Shariff.

Leow, who has a background in auditing and has served as executive director in SMI for nearly 30 years since September 1994, also has a deemed interest of 1.15% in SMI. He previously served in Chartered Merchant Bankers Malaysia Bhd as well as in Asian Pac Holdings Bhd.

Asian Pac, listed on Bursa Malaysia, is SMI’s largest shareholder with a direct 2.25% stake and an indirect 9.3%. Mah Sau Cheong, who is Asian PAC’s single largest shareholder with a 32% stake, also owns 7.65% direct interest in SMI.

Honsin Apparel, which holds 7.5% in SMI, is wholly owned by Techbase Industries Bhd (formerly Prolexus Bhd), which is in turn 17.72% controlled by YB Ventures Bhd through Yi-Lai Industry Bhd and Yi-Lai Marketing Sdn Bhd.

Techbase Industries also owns a 51.91% stake in HIQ Media, and HIQ Media holds a 2.53% stake in SMI. Collectively, Honsin Apparel and HIQ Media own a 10.01% stake in SMI.

Honsin had sought to remove SMI’s board of directors through an extraordinary general meeting (EGM) last year, which did not materialise as both parties were subsequently embroiled in a series of legal battles.

In March 2023, SMI had complained to the Securities Commission that YB Ventures and Techbase Industries’s executive director Datuk Au Yee Boon and persons acting in concert (PACs) had allegedly amassed more than a 33% stake (in SMI) without making a mandatory general offer (MGO).

In March this year, SMI filed a judicial review to compel the SC to come up with a decision on its complaint, to which the regulator said it had already acted on it and communicated so to SMI as recently as January.

In response, SMI revealed that the SC, in its letter to the group in December last year, said its findings “do not amount to decision of the SC that is open to a review application pursuant to Section 364 of the CMSA (Capital Markets and Services Act 2007)”.

SMI is involved in the management of car parks and property development. It also manufactures assorted wires.

As at end-December, SMI had cash and bank balances of RM9.76 million, with short- and long-term borrowings of RM8.9 million and RM6.48 million respectively. It had total assets worth RM154.61 million, 59% or RM90.58 million being investment properties.

The group owns Menara SMI, a 15-storey office tower situated along Lorong P Ramlee here. It also owns and operates 2,230 car park bays in Kelana Square and 1,227 car park bays in Zenith Corporate park in Kelana Jaya.

Shares of SMI closed one sen or 2% lower at 50 sen on Thursday, giving the group a market capitalisation of RM105 million.