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Exciting times.
Some of what they mention are repeat. In the polls of the resolution, some get more than 10%
vote against which means the 10% shareholder stand united. If more of us minority shareholder
join in, they have to revise their offer. It's typical they say it take the next year.
Best World under fire from shareholders at AGM over dividends, director salaries
Company will engage shareholders further on selective capital reduction at a later engagement dialogue arranged by Sias
DISGRUNTLED shareholders of beauty product distributor Best World International : CGN 0% raised questions over the lack of dividend payouts and the compensation of directors at the company&rsquo s first in-person annual general meeting (AGM) in five years.
Questions were also raised over the mainboard-listed company&rsquo s decision to delist via a selective capital reduction at the AGM. The company has proposed to offer S$2.50 per share.
The meeting, which was held at Mapletree Business City on Friday (Apr 26) morning, ran for about two hours and was followed by a separate one-hour session to address concerns specifically on the exit offer.
About 50 people attended the AGM, and approximately 20 stayed on for the extended session.
The extended session was held after a group of shareholders, in a letter to Best World dated Mar 21, sought to requisition an extraordinary general meeting (EGM), or for certain resolutions to be considered at the AGM. They subsequently withdrew the requisition letter while reserving their rights to issue the requisitions again in future.
Lack of dividends
During the AGM, several shareholders asked if they could expect dividends in view of the delisting, following a lack of dividend payouts in previous years.
The company has not paid its shareholders a dividend since FY2019 when it disbursed an interim dividend.
In its latest annual report for FY2023, the mainboard-listed company said that it would not declare a dividend given the &ldquo uncertain business climate&rdquo as well as &ldquo working capital requirements and corporate actions capital needs&rdquo .
Huang Ban Chin, the executive director and chief operating officer of the company, said that the company has set aside S$375.5 million for the exit offer.
He said that there would not be a dividend payout as the company had to conserve cash.
Financial institutions were only willing to finance the delisting deal if they could see that the company was able to pay them back immediately, he said.
&ldquo If we actually sign a deal with (the banks), the amount of cash that we see sitting in Singapore, earmarked for this purpose, has to be transferred to their account before the exercise is complete. That&rsquo s the harsh reality of it,&rdquo said Huang.
Director salaries
Early in the meeting, shareholders asked how the pay for the company&rsquo s executive directors was determined, with one shareholder describing it as &ldquo quite high&rdquo and on a par with the chief executive officers of bigger companies.
According to Best World&rsquo s latest annual report, group chief executive officer Dora Hoan and president Doreen Tan both draw a salary within the band of S$10.8 million to S$11 million while Huang&rsquo s salary is within the range of S$6.5 million to S$6.8 million.
Adrian Chan, an independent director and chairman of Best World&rsquo s remuneration committee, said that the company relied on advisory consultancy HRGuru to benchmark their salaries in line with industry and market norms.
Chiming in, Kevin Goh, a consultant with HRGuru, said that their pay was based on a profit-sharing scheme, where 17 per cent of the profit goes into their pay. About 30 per cent of listcos in Singapore paid more than 17 per cent, said the consultant.
When asked by a shareholder if the salary formula remained relevant, Chan said that it was &ldquo not appropriate&rdquo to review the remuneration formula while the delisting exercise was ongoing as the company had to retain stability.
&ldquo But it&rsquo s certainly something that the remuneration committee can consider moving forward if this delisting fails,&rdquo he added.
Decision to delist
Amid questions posed by shareholders on the need to delist and if other options had been considered, Hoan said that short-selling of the stock and the increasing risk of operating in the China market had led the company to decide on delisting.
The exit offer will provide shareholders with a way out, she added.
Huang said that if the exit offer is not accepted by shareholders, the company will make extra effort to &ldquo beef up&rdquo the offer, although this process would take another year as repatriation of Best World&rsquo s retained earnings take place yearly.
The company is set to engage shareholders further on the selective capital reduction at an engagement dialogue arranged by the Securities Investors Association (Singapore) at a date to be fixed.
It also intends to obtain approval for the selective capital reduction at an EGM.
Anyone going to AGM tomortow?
Thx. It seems to me based on the various timings that that 10% block had sight of the planned offer, which was why they withdrew the EGM request. Perhaps they even had a hand in ok' ing the price. If so, and the 10% block is on board, then the S$2.50 offer will probably succeed. The fact the offer is structured as a vote also means it is more likely to succeed.
Kilatkilat ( Date: 21-Apr-2024 21:17) Posted:
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Why not wait, after all waiting is free.
SMILE WIDELY
SMILE WIDELY
Offer $2.50 all happy already? Bosses earn much more with their annual bonuses minus dividend for shareholders. Wait for revised offer $3.20
I don't quite understand on the rationale for the $68m share buyback after they have
an offer price for us. There is another selective capital reduction by grindrod shipping,
their offer price doesn't come near. Maybe based on this oversight, someone could suggest
a better offer price.
They never disclosed. But i brlieve this is the shareholder investors they engaged prior to EGM as they mentined in the latest announcement.
Alignment ( Date: 21-Apr-2024 14:09) Posted:
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The 10% block that called for an EGM in March - was it ever disclosed who they were?
https://links.sgx.com/1.0.0/corporate-announcements/2DHL6NWK8Y657NL6/247306811c5ede894229185f1bdfe8e3ed3b7f6667c4f1d35872b5b52e4236d6
Today no show. Zzzzzzz.....Aunties have not wake up yet.
Kilatkilat ( Date: 16-Apr-2024 09:16) Posted:
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Aunties might shop big again today. Let us see.
Aunties fight wirh BB. We small flies just hold and enjoy the excitement.
GGTTAANN ( Date: 16-Apr-2024 08:28) Posted:
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They are Smart or cunning ? Buy now from market is cheaper than to pay SCR price of $2.50.
On the other hand, If BB coming in, they will want to buy even more to prevent the BB acquiring enough % to up the price.
Sell or continue to hold ?
On the other hand, If BB coming in, they will want to buy even more to prevent the BB acquiring enough % to up the price.
Sell or continue to hold ?
Aunties are clever. Buy back shares while still cheap knowing that someone is going to drive up price beyond exit offer price and force them to revise the offer up. Salute to aunties!
Kilatkilat ( Date: 16-Apr-2024 07:52) Posted:
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Wow spent more than 6 mil dollar a day in buy back, why aunties spoil tgier own privatisation plan? Or they prepare to up the offer price?
like2learn ( Date: 15-Apr-2024 23:25) Posted:
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BW resuming SBB ? hope do more and EPS/book value per share increase ....
https://links.sgx.com/1.0.0/corporate-announcements/DXMPV8PPPHNPUY5A/59c4b672360fe8353c8779de988848a7fc1c4170affddc452db82b32452d4de9
https://links.sgx.com/1.0.0/corporate-announcements/DXMPV8PPPHNPUY5A/59c4b672360fe8353c8779de988848a7fc1c4170affddc452db82b32452d4de9
Trading for the obvious. Price sure go up if big boy has this plan!
like2learn ( Date: 15-Apr-2024 16:09) Posted:
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I read somewhere fair value is 3.12 , May be more show to watch.
Kilatkilat ( Date: 15-Apr-2024 16:09) Posted:
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