07-11-2014, 11:31 AM
(06-11-2014, 01:43 PM)HitandRun Wrote: [ -> ]Boon san
Rather than wait for NF, is it easier for PAG or APG to ask for a shareholders' vote to authorise the directors to sell away all the assets and distribute the proceeds as dividends? I know I will support such a resolution.....
Interesting article:
http://www.rodyk.com/usermedia/documents...letin2.pdf
The right of a shareholder to requisition/call for a general meeting under the Companies Act
For companies incorporated in Singapore, shareholders have rights under the Companies Act of Singapore (CA) and other legislation, as well as under the common law and usually also the company’s memorandum and articles of association (M&A).
(1) The CA provides for two or more members holding not less than ten percent of the total number of issued shares of the company (excluding treasury shares) or such lesser number as is provided in the M&A to call a meeting of the company.
(2) The directors must as a result convene.................................
The Singapore Code on Takeovers and Mergers
(1) The Singapore Code on Takeovers and Mergers (CodeTM) provides the main regulatory framework for the conduct of takeover and merger
transactions in Singapore.
(2) An activist shareholder is likely to seek support from fellow shareholders in pursuit of his agenda.
(3) The activist shareholder should consider the provisions in the CodeTM as acting in concert with the board or other shareholders could result in the parties having to make a general offer.
(4) The Securities Industry Council (Council) will presume shareholders who requisition or threaten to requisition the consideration of a board control-seeking proposal at a general meeting, together with their supporters as the date of requisition or threat, to be acting in concert with each other and the proposed directors. Such parties will be presumed to be acting in concert once an agreement or understanding is reached between them in respect of a board control-seeking proposal with the result that subsequent acquisitions of interests in shares by any member of the group could give rise to an obligation to make a general offer.
(5) Where a party has .............................
(vested)