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SGX RegCo chief: Firms shouldn't be 'overly legalistic' with investors

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SGX says lawsuits against minority investors can hurt company-shareholder engagement

The contentious issue of companies issuing legal threats to disgruntled shareholders got quite an airing at the Singapore Exchange's annual general meeting (AGM) yesterday.

SGX's chief regulator urged companies to resist taking an "overly legalistic" approach in dealing with investors, warning that such action could have a "chilling effect" on robust company-shareholder engagement.

"Generally, we encourage a free and frank discussion between the board and shareholders at AGMs," said Mr Tan Boon Gin, chief executive of SGX RegCo.

"However, there is a line - a legal line and not a line in our listing rules - that cannot be crossed which applies to both sides. We encourage all parties to focus on the issues and not personalities."

SGX found itself compelled to weigh in on the matter given that concern about companies issuing legal threats against dissenting minority investors dominated the questions at the three-hour-long AGM.

The disquiet came in the wake of Stamford Land Corporation's recent defamation suit against shareholder Manohar Sabnani over statements he allegedly made during the group's 2016 and 2018 AGMs. Mr Sabnani, a veteran investor, was present at the AGM yesterday.

Shareholders urged SGX to mediate or intervene in the event that disputes arise between minority shareholders and boards at future shareholder meetings to avoid them being dragged to court, which they worried was an "oppression" of their rights.

"Shareholders have a right to be concerned. I assure you that we will talk a little more on what we can do better on this issue moving forward," said SGX RegCo chairman Tan Cheng Han.

"At the same time, let me assure you - where there is a clear case of oppression of shareholders, there are things that we in RegCo can do. Where directors have not acted appropriately and there is evidence of this, RegCo will not hesitate to act."

PRIORITIES

Earlier, SGX chief executive Loh Boon Chye elaborated on three priorities: building its multi-asset growth strategy, expanding its international footprint to "deepen the engagement with clients" and widening pacts with other markets.

SGX recently led a US$53 million (S$72 million) growth equity financing round in Trumid, a New York-based start-up that runs an electronic corporate bond trading platform. - THE STRAITS TIMES

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