THE Minority Shareholders Watch Group (MSWG) wants Ancom Logistics Bhd to clarify at its forthcoming annual general meeting (AGM) as to why two of its independent non-executive directors (INEDs) are allowed to serve ‘far’ beyond their nine-year tenure.

The duo – Lim Hock Chye and Safrizal Mohd Said – have served the company’s board for 18 years 10 months and 17 years 11 months respectively.

The Ancom Logistics’ board will be seeking shareholders’ approval at its fully virtual 55^th AGM slated for Oct 26 (Tuesday) at 12 noon to retain Lim and Safrizal as its INEDs until the conclusion of the company’s next AGM.

“The board has decided not to adopt the two-tier voting process for the said approval,” the shareholders’ activism group pointed out in its AGM/EGM Weekly Watch (Oct 25-29, 2021). “What is the board’s concern in adopting two-tier voting for resolutions to retain Lim and Safrizal as its independent directors?”

Based on the company’s reply in letters dated Oct 16, 2019 and Oct 21,2020 to queries by MSWG dated Oct 7, 2019 and Oct 13, 2020 respectively, Ancom Logistics has clarified that the board would discuss the matter and consider MSWG’s suggestion to adopt the two-tier voting process.

In a related development, MSWG chided Oriental Holdings Bhd for remarking that its board will review the necessity of having a two-tier voting process as prescribed by the Malaysian Code on Corporate Governance (MCCG) while proposing a timeframe of 10 years for its INEDs instead.

Practice 4.2 of the MCCG states that the tenure of an independent director should not exceed a cumulative term limit of nine years. Upon completion of the nine years, an independent director may continue to serve on the board as a non-independent director.

“The timeframe of 10 years is unreasonably long and the application of the Practice should be expedited to, say, three years or below,” reckoned MSWG.

“If the board intends to retain an independent director beyond nine years, it should justify and seek annual shareholders’ approval. If the board continues to retain the independent director after the 12th year, the board should seek annual shareholders’ approval through a two-tier voting process.”

Oriental will be staging its 59^th AGM on Oct 27 (Wednesday) at 2.30pm via the online meeting platform at https://web.vote2u.my. – Oct 24, 2021

https://focusmalaysia.my/agm-watch-two-ancom-logistics-ineds-overstaying-their-tenure/