Former long-time SP Setia boss Liew Kee Sin, now a director in fast-rising Eco World Development Group, is working on a special purpose acquisition company (Spac) eyeing the international property scene. KiniBiz looks at Liew’s line-up for this purpose, which shapes up to be a heavyweight ensemble.

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Just six months after retiring, former SP Setia chief of nearly 18 years Liew Kee Sin is starting a new adventure with his long-time partner Teow Leong Seng. And they are set to make history by heading the first property-based special purpose acquisition company (Spac) listing in Malaysia.

Last Thursday Eco World Development Group Bhd announced its intention to subscribe to 30% of the proposed Spac’s enlarged issued and paid-up capital, amounting to RM562.5 million. At that price, the Spac — named Eco World International Bhd (EWI) — is set to raise RM1.875 billion, though it is early days yet to tell if this would indeed be the final amount raised by the initial public offering (IPO).

Nevertheless this amount would nearly match 2014’s biggest IPO which saw IOI Properties Group Bhd raise some RM1.89 billion in January.

To put things into context, raising that amount would also dwarf all four previous Spac listings in Malaysia, which collectively raised RM1.89 billion.

“The proposed subscription will enable Eco World to venture overseas via investing in a property Spac with a management team that has a proven track record in identifying, acquiring and implementing overseas projects successfully,” said Eco World in a regulatory filing last week.

And it is a formidable track record indeed, considering Liew with his trusted lieutenants had been credited with driving SP Setia to become the foremost property brand in Malaysia over the years — indeed Liew’s name itself is arguably a property brand unto its own now.

At publishing time Liew did not respond to KiniBiz requests for comment. Phone calls to his mobile number were unanswered.

Months in planning?

Plans to list EWI as a Spac appears to have been in motion for months up to the Eco World’s announcement last week, though no draft prospectus had been published on the Securities Commission (SC)’s website as of publishing time.

Companies Commission records show that EWI was incorporated on Aug 28, 2013 although all six current listed directors were only appointed on Sept 12, 2014.

Liew Kee Sin

In comparison, Liew announced his retirement in January this year and concluded his nearly two decades as SP Setia president and chief executive officer on April 30. When announcing his retirement, Liew cited a desire to spend more time with his children.

“With my children all growing up and starting out on their own career paths, I am looking forward to spending more time with them, mentoring and guiding them,” said Liew.

This was consistent with his earlier denial to KiniBiz when asked about his connection to fast-emerging Eco World Development Holdings Sdn Bhd, which was then undertaking a reverse take-over (RTO) exercise for 65.05% of then-Focal Aims Holdings Bhd.

“I want to retire, enough of work!” said Liew to KiniBiz at the time.

Notably Liew’s son Tian Xiong is among the buyers in the RTO and ended up with a 35.05% stake, which was financed by Liew senior and wife, according to Bursa Malaysia filings.

Following the RTO, Focal Aims was subsequently renamed Eco World. However five days after leaving SP Setia, Liew surfaced as a board member at Eco World on May 5, though he did not have any direct stake apart from those owned by his son Tian Xiong.

KiniBiz previously examined the emergence of Eco World in a three-part issue series here.

Teow resurfaces

On the other hand, the announcement marks Teow’s public resurfacing after his official last day at SP Setia on July 31. He had earlier tendered his resignation at the same time as Liew in January. 

Teow’s departure was attributed to a desire to pursue his personal goals and other career aspirations. He was notably Liew’s long-time partner in heading SP Setia apart from Voon Tin Yow, who succeeded Liew as acting president and chief executive officer at SP Setia after the latter left.

However Voon is leaving by end-December this year after announcing his resignation last month.

KiniBiz had previously examined SP Setia’s leadership crisis following Liew’s exit and Voon’s impending departure in a four-part issue series here.

Notably Voon and Liew’s history together go back to their time as colleagues in a property development company in 1990. After deciding to strike out on their own by acquiring a 225-acre plot in Ampang, Liew and Voon’s outfit ended up being acquired by SP Setia on a share-swap basis and they became directors and shareholders of  SP Setia.

They then asked Teow, who was the banker they worked with to finance their first acquisition, to join them at SP Setia.

Apart from long-time property stalwarts Liew and Teow, also listed as directors of EWI are Cheah Tek Kuang, Azlan Mohd Zainol, Siow Kim Lun @ Siow Kim Lin and Ahmad Johan Mohd Raslan.

Heavyweights behind EWI

The company’s list of directors alone makes quite a reading given the backgrounds of each individual, representing a heavyweight line-up led by Liew.

Azlan Mohd Zainol was chief executive officer of the EPF for 12 years before retiring, after which current CEO Shahril Ridza Ridzuan stepped in. At present Azlan is chairman of property and infrastructure group Malaysian Resources Corporation Bhd (MRCB) as well as chairman of RHB Bank Bhd, among others.

On the other hand Cheah Tek Kuang is currently chairman of plantation, property and manufacturing group IOI Group Bhd. Notably Cheah was formerly group managing director of financial services group AMMB Holdings Bhd for seven years up to his retirement in April 2012, a stint which followed a long career within the group that began in 1978.

No slouch is Siow Kim Lun, a former SC director who is currently a director at Citibank Bhd, the Malaysian arm of US-based multinational financial services and banking corporation Citigroup Incorporated. Siow is also on the board of Retirement Fund Incorporated or KWAP as well as UMW Holdings Bhd, among others.

The sixth director, Ahmad Johan or better known as Johan Raslan, is an Eisenhower fellow who was previously chairman and director of PwC Malaysia, which is part of the global PricewaterhouseCoopers global network of accounting firms in 157 countries.

Johan Raslan is also the first son of the late Mohammad Raslan Toh Muda Abdullah, who among others was Malaysia’s first Accountant-General and headed Bank Bumiputera Bhd — which later evolved to become part of CIMB Group today — when it was founded in 1965.

Door open for Voon?

Voon Tin Yow

Should Voon prove to be joining Liew’s latest venture eventually, it would mark a reunion for the Liew, Voon and Teow trio after their separate departures from SP Setia. This in turn may be a combination that would further excite potential investors in the Spac given the trio’s nearly two decades of track record in growing SP Setia to where it is today.

Liew had previously been vague about where Voon is heading after leaving SP Setia, saying Voon had not told him where he intends to go after SP Setia.

However Liew added, in an interview with radio station BFM, that a man with Voon’s experience and knowledge is a “wanted man” by all other developers.

“Sure, we were together for 22 years — we built an empire, we built Setia, we built our families, our kids know each other so well,” said Liew when pressed whether it would be surprising if Voon ends up knocking on his door. “We’ve been together for such a long, long time.”

However Liew added that if that comes to pass, he would first have to ask Voon why he resigned from SP Setia and if something was amiss.

According to public records, the stated nature of EWI’s business is that of a holding company for the development of building projects for own operation, i.e. for renting of space in these buildings, as well as construction of these buildings. No financial activity was recorded in the Companies Commission’s records.

Links to SP Setia, again

The majority shareholder of EWI is EWI Project Management Sdn Bhd, which owns 75 million EWI shares. EWI company secretaries Tai Yit Chan and Tan Ai Ning each hold one share.

Tai is managing director of Boardroom Corporate Services (KL) Sdn Bhd, which provides corporate secretarial services. In turn the company is a subsidiary of Boardroom Ltd, a network that spans Singapore, Malaysia, China, Hong Kong and Australia.

On the other hand, EWI Project Management was incorporated on Feb 11, 2014 and has three directors: Liew, Teow and Heah Kok Boon, formerly head of corporate affairs at SP Setia before becoming Eco World’s chief financial officer and executive director.

All three were appointed on Sept 10, 2014 while company secretaries Tai and Tan are are the only listed shareholders of EWI Project Management with one share each.

While Liew, Teow and Heah do not apparently hold any shares in EWI Project Management, they are named in three of five charges on EWI Project Management by Hong Leong Investment Bank Bhd.

The first charge is for a memorandum of deposit amounting to RM19.125 million borrowed by Liew while the second charge is for RM3.75 million borrowed by Heah. Teow is named in the third charge for RM9.375 million.

Tan Cheng Yong is named in the fourth charge for RM2.625 million while the fifth charge names Norhayati Subali, also for RM2.625 million.

Interestingly Norhayati Subali is also the managing director of Battersea Power Station Malaysia Sdn Bhd, a wholly owned subsidiary of Battersea Project Holding Company Ltd (BPHCL), according to news announcements and an earlier check on the Companies Commission records by KiniBiz. She was also the SP Setia group marketing general manager.

In turn BPHCL is a 40:40:20 joint venture between SP Setia, Sime Darby Bhd and the Employees Provident Fund (EPF) to redevelop London’s iconic Battersea Power Station site.

Liew’s second coming?

The backgrounds of Liew and Teow’s fellow directors in EWI seems a signal of intent for the Spac’s proposed listing, which notes international markets as apparently Liew’s chosen next frontier.

When asked by BFM last month on what would be the next big thing for him, Liew only said to wait and see what comes along.

“A world full of challenges, I think I’m relatively still young — I enjoy a challenge every once in a while,” said Liew on what might be the next challenge for him to take on. “I think first thing is to assist Chang and his team including my son to make sure that Eco World achieves greater heights..let’s see what happens then.”

In Eco World’s announcement of its intention to subscribe to the proposed Spac listing, the company said its investment in EWI has the potential to boost the sales of its Malaysian projects through association with the EWI brand when the latter is established globally.

“As a listed entity in its own right, EWI would also be able to undertake a larger and more diversified pool of projects globally than Eco World would be able to do on its own,” said Eco World. “This enables Eco World, as a financial investor in EWI, to gain a wide exposure to global property markets without the need to incur the cost of maintaining its own international management team.”

“Given that EWI will be solely responsible for the day-to-day management of the international projects undertaken by EWI, Eco World will therefore be able to stay focused and channel more resources to fund its business development and expansion activities in Malaysia,” added Eco World.

However the net effect of this exercise, should it materialise, is a two-prong advance into both domestic and international property markets by the larger Eco World brand.

In the next part, KiniBiz reviews the rapid rise of Eco World so far and how the proposed EWI listing may boost the brand’s dizzying growth rate even further.