Liew told reporters that the proposed management agreement was now subject to the approval of the Securities Commission (SC), which has the option of requesting for an extraordinary general meeting (EGM) concerning the proposal.
“If the SC clears the proposal, then the management agreement will become part and parcel of the offer documents (by PNB). Until then, we are not allowed to talk about it,” said Liew.
In late-September, PNB and parties acting in concert announced a takeover bid of the property developer at RM3.90 per SP Setia share and 91 sen per warrant.
Liew added that the proposed management agreement, which was thrashed out over the last six weeks, was the first of its kind in Malaysia. Hence, the SC may require the company to hold an EGM.
“There has never been a takeover, and then (the parties) do a management agreement. Have you ever heard of this in Malaysia?”
Liew said in the event the proposed management agreement was not approved by the SC, SP Setia could make an appeal to the regulator.
Last Friday, Bursa Malaysia was told that SP Setia, Liew and PNB had proposed to enter into an agreement to formalise the incentives and management rights relating to the management and general conduct of the business of SP Setia.
A recent StarBiz report quoted a source as saying PNB might be paying out lucrative bonuses and stock options to SP Setia’s top management staff in order to persuade them to stay on with the group.
There had been fears expressed earlier that PNB’s move to take control of SP Setia might lead to an exodus of the group’s management staff.
By The Star (by THOMAS HUONG)
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