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Stamford Land
21-09-2018, 11:12 AM.
Post: #1901
RE: Stamford Land
(21-09-2018, 10:20 AM)tonylim so SSB is a surreptitious way to increase shareholding. No good for minority shareholders if major shareholders are unkind. Wrote:
(20-09-2018, 09:41 PM)Vseeker Wrote: Prior to below Buyback mandate, OW & clan already control 392.44m shrs (45.41%).
Current Share Buyback Mandate, allow buying upto max 86.4m shrs (10% of total issued shares) before the next AGM.

Since the passing of Buyback mandate on 27-July2018 (less than 40 mkt days), they already bought back 7.76m shrs.

Just need to buyback 80m shrs (9.2% of total iss shrs),
and OW & Clan will creep above 50% stake without coughing out a single cent, and more importantly without the need to make a General Offer.

Ofcoz if cant achieve it within this year, can always renew the Buyback mandate next year.

Generally controlling shrhldrs of smallcap/medium cap companies are "much nicer" to minorities, when they only have like sub40% control.
but when they are over 50% or more, they can then really totally dun care about minorities "happiness levels"...like only paying dirts for dividends even when earnings are v. good.

Not that difficult to imagine how small shareholders will be treated after they cross the 50% mark .

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21-09-2018, 11:37 AM.
Post: #1902
RE: Stamford Land
Some companies treat the small investors even better after they crossed the 50% . WING TAI is one of them ,share price also reacted otherwise !

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21-09-2018, 12:31 PM. (This post was last modified: 21-09-2018, 04:32 PM by weijian. Edit Reason: remove unnecessary parts )
Post: #1903
RE: Stamford Land
(20-09-2018, 09:41 PM)Vseeker Wrote: Prior to below Buyback mandate, OW & clan already control 392.44m shrs (45.41%).
Current Share Buyback Mandate, allow buying upto max 86.4m shrs (10% of total issued shares) before the next AGM.

Since the passing of Buyback mandate on 27-July2018 (less than 40 mkt days), they already bought back 7.76m shrs.

Just need to buyback 80m shrs (9.2% of total iss shrs),
and OW & Clan will creep above 50% stake without coughing out a single cent, and more importantly without the need to make a General Offer.

Ofcoz if cant achieve it within this year, can always renew the Buyback mandate next year.

Generally controlling shrhldrs of smallcap/medium cap companies are "much nicer" to minorities, when they only have like sub40% control.
but when they are over 50% or more, they can then really totally dun care about minorities "happiness levels"...like only paying dirts for dividends even when earnings are v. good.
David Liu perceptive to say prior to SBB, price 47 cents (less dividend) but now 50 cents.  Effectively 6% plus return.
During the 2018 AGM, one seeker articulated he fearful SBB always a prelude to controlling shareholder privatising.
Now you said this allows OW to 'creep' up his stake without spending a cent.  All of these presumes OW has the financial clout to buy us out.
Until the past 3 years, Stamford clearly a high dividend stock but now trying to be a growth stock.  While they served my investment criteria well in the past, I am unsure if I trust them to succeed in this transformation.
But at least the stock has liquidity and I have the choice to get out to greener pastures or to stay put.  I do not wish to waste time speculating or seeing shadows.  He has after all not destroyed shareholder value.

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21-09-2018, 09:58 PM.
Post: #1904
RE: Stamford Land
(21-09-2018, 06:46 AM)ACTIVIST SPEAKS Wrote: M
(18-08-2018, 08:36 AM)ACTIVIST SPEAKS Wrote: Excerpts from Stamford Land Circular on share buyback program:

"Obligation to make a take-over offer Under Rule 14 of the Take-over Code, a person will be required to make a general offer for a public company if:
(a) he acquires 30.0% or more of the voting rights of the company; or
(b) he holds between 30.0% and 50.0% of the voting rights of the company and he increases his voting rights in the company by more than 1.0% in any six (6)-month period.
If, as a result of any purchase or acquisition by the Company of the Shares, the proportionate interest in the voting capital of the Company of a Shareholder and persons acting in concert with him increases, such increase will be treated as an acquisition for the purposes of Rule 14 of the Take-over Code. Consequently, a Shareholder or a group of Shareholders acting in concert could obtain or consolidate effective control of the Company and become obliged to make an offer under Rule 14 of the Take-over Code"
Vseeker,  your understanding is erroneous. If the share buyback has the effect of increasing his shareholdings by 1%, he will have to call for a GO.

the point you raised above, already been addressed by CIF5000 earlier (thks CIF5000 ! )

and its NOT uncommon to see embedding of such "whitewash waiver" within Shares Buyback Mandate, Right Issue,
and sometimes also substantial Acquisitions (being paid for thru issue of new shrs),
allowing certain shrhldrs to cross above the 30%/50% control level, or the creeping-1%-limit-within-6mths timeline,
"without the need to make a mandatory general offer".

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21-09-2018, 10:46 PM.
Post: #1905
RE: Stamford Land
(21-09-2018, 11:37 AM)tonylim Wrote: Some companies treat the small investors even better after they crossed the  50% . WING TAI is one of them ,share price also reacted otherwise !

agree with you that some controlling shrhldrs, even with much more than 50% control, do indeed continue to treat their shrhlders well+fairly.

but unconvinced on your WingTai case, that its "treat small investors even better after they crossed the  50%"

at best, WingTai did not treat its shrhldrs any worse-off than before.

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23-09-2018, 10:51 PM.
Post: #1906
RE: Stamford Land
The latest TheEdge magazine has a "Letter To The Editor" devoted to Stamford Land and the treatment of minority shareholders in this week's issue again. That's 2 weeks in a row, at least, maybe more, whereby this suit has so much coverage in TheEdge.

It is really ironic that the suit has now added so much more visibility (albeit negative) on the company.
Without the suit, I'm pretty sure that nobody would be talking about Stamford Land now
LOL
It's not just ironic, it's actually a bit funny tbh.

Now, who here is "Vincent Khoo" btw?

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9 hours ago. (This post was last modified: 8 hours ago by tonylim.)
Post: #1907
RE: Stamford Land
https://asia.nikkei.com/Business/Markets...-spotlight

SINGAPORE (Nikkei Markets) -- The Singapore Exchange's regulatory powers came under fresh scrutiny at its annual general meeting as shareholders voiced concerns that it lacked sufficient authority to keep listed companies in check.
The topic dominated the three-and-a-half-hour-long meeting, overshadowing the bourse operator's robust financial results and growth plans.

Shareholders focused on a recent incident related to real-estate firm Stamford Land, which sued well-known activist shareholder Manohar Sabnani for defamation. Stamford Land alleged the defamatory comments were made during its AGM, on social media and in a letter to a local newspaper.
The Stamford Land case is just the latest to draw attention to the rights of minority shareholders. SGX has been criticized for its inability to protect their interests in other recent cases involving companies that were being privatized or which engaged in transactions with related parties.

These episodes have hurt investor confidence, resulting in thin trading volumes for many smaller listed companies.
"Corporate governance is very important...It affects us commercially and is one of the lynchpins of the business," said shareholder Vincent Tan as he asked for the issue to be discussed during the AGM.
SGX declined to comment on the merits of Stamford Land's lawsuit as the case was now before the court.
"As a market regulator and from a market perspective, I must say that we do encourage parties not to take an overly legalistic approach because if they do, I fear it will have a chilling effect on robust conversations," Tan Boon Gin, CEO of Singapore Exchange Regulation, said during the AGM.

Tan Cheng Han, the chairman of SGX RegCo, admitted to being "taken aback" by the case.
"I understand that when things are said at a shareholders' meeting and a lawsuit is brought thereafter, shareholders have every right to be concerned," he said. He said SGX RegCo would look at how to respond to such developments in future.
"Let me give all of you the assurance that where there is a clear case of oppression of shareholders, there are things we...can do," he added.

SGX RegCo, a subsidiary of the Singapore bourse operator, was set up about a year ago to take over the regulatory functions of SGX. It operates independently with its own CEO and board of directors.
While Singapore's blue-chip companies regularly receive high scores for the quality of their corporate governance, there have been recent controversies involving some smaller firms listed on the local bourse.
For instance, Datapulse Technology was criticized for the speed with which its newly appointed directors approved several acquisitions. However, an SGX-mandated review of the firm's internal controls by a law firm found no systemic failure to apply due process in evaluating mergers and acquisitions.

Investors were also unhappy when Italy's Fincantieri Oil & Gas forced through a privatization of its Singapore-listed shipbuilding subsidiary Vard at a price deemed to be well below net asset value. According to reports in local media, shareholders complained that Vard proceeded with the voting while they were still awaiting answers to their questions.
In a bid to improve corporate governance, in May, the regulatory body issued a watch list of 53 directors and executive officers who cannot be appointed to company boards or employed in senior management roles without its approval.
SGX RegCo has also issued compliance notices to force companies to convene an extraordinary general meeting or appoint independent parties to review certain decisions.
SGX is in the process of revising its listing rules after the Monetary Authority of Singapore last month issued a revised corporate governance code to encourage board renewal and strengthen director independence.

However, some have criticized the moves as inadequate.
"Revising the corporate governance code and enhancing the listing rules feels like moving the deck chairs around when the ship is sinking," Mak Yuen Teen, a shareholder activist and associate professor at the National University of Singapore's business school, wrote on his website earlier this month.

--Kevin Lim
[/url][url=https://plus.google.com/share?url=https://asia.nikkei.com/Business/Markets/Nikkei-Markets/SGX-shareholders-put-regulatory-powers-in-spotlight&text=SGX%20shareholders%20put%20regulatory%20powers%20in%20spotlight&hl=en]

SLC is being mentioned everywhere , very famous now !

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8 hours ago.
Post: #1908
RE: Stamford Land
SGX RegCo....really? Smile
1) Try NOT to LOSE money!
2) Do NOT SELL in BEAR, BUY-BUY-BUY! invest in managements/companies that does the same!
3) CASH in hand is KING in BEAR! 
4) In BULL, SELL-SELL-SELL! 

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5 hours ago.
Post: #1909
RE: Stamford Land
(9 hours ago)tonylim Wrote: https://asia.nikkei.com/Business/Markets...-spotlight

SINGAPORE (Nikkei Markets) -- The Singapore Exchange's regulatory powers came under fresh scrutiny at its annual general meeting as shareholders voiced concerns that it lacked sufficient authority to keep listed companies in check.
The topic dominated the three-and-a-half-hour-long meeting, overshadowing the bourse operator's robust financial results and growth plans.

Shareholders focused on a recent incident related to real-estate firm Stamford Land, which sued well-known activist shareholder Manohar Sabnani for defamation. Stamford Land alleged the defamatory comments were made during its AGM, on social media and in a letter to a local newspaper.
The Stamford Land case is just the latest to draw attention to the rights of minority shareholders. SGX has been criticized for its inability to protect their interests in other recent cases involving companies that were being privatized or which engaged in transactions with related parties.

These episodes have hurt investor confidence, resulting in thin trading volumes for many smaller listed companies.
"Corporate governance is very important...It affects us commercially and is one of the lynchpins of the business," said shareholder Vincent Tan as he asked for the issue to be discussed during the AGM.
SGX declined to comment on the merits of Stamford Land's lawsuit as the case was now before the court.
"As a market regulator and from a market perspective, I must say that we do encourage parties not to take an overly legalistic approach because if they do, I fear it will have a chilling effect on robust conversations," Tan Boon Gin, CEO of Singapore Exchange Regulation, said during the AGM.

Tan Cheng Han, the chairman of SGX RegCo, admitted to being "taken aback" by the case.
"I understand that when things are said at a shareholders' meeting and a lawsuit is brought thereafter, shareholders have every right to be concerned," he said. He said SGX RegCo would look at how to respond to such developments in future.
"Let me give all of you the assurance that where there is a clear case of oppression of shareholders, there are things we...can do," he added.

SGX RegCo, a subsidiary of the Singapore bourse operator, was set up about a year ago to take over the regulatory functions of SGX. It operates independently with its own CEO and board of directors.
While Singapore's blue-chip companies regularly receive high scores for the quality of their corporate governance, there have been recent controversies involving some smaller firms listed on the local bourse.
For instance, Datapulse Technology was criticized for the speed with which its newly appointed directors approved several acquisitions. However, an SGX-mandated review of the firm's internal controls by a law firm found no systemic failure to apply due process in evaluating mergers and acquisitions.

Investors were also unhappy when Italy's Fincantieri Oil & Gas forced through a privatization of its Singapore-listed shipbuilding subsidiary Vard at a price deemed to be well below net asset value. According to reports in local media, shareholders complained that Vard proceeded with the voting while they were still awaiting answers to their questions.
In a bid to improve corporate governance, in May, the regulatory body issued a watch list of 53 directors and executive officers who cannot be appointed to company boards or employed in senior management roles without its approval.
SGX RegCo has also issued compliance notices to force companies to convene an extraordinary general meeting or appoint independent parties to review certain decisions.
SGX is in the process of revising its listing rules after the Monetary Authority of Singapore last month issued a revised corporate governance code to encourage board renewal and strengthen director independence.

However, some have criticized the moves as inadequate.
"Revising the corporate governance code and enhancing the listing rules feels like moving the deck chairs around when the ship is sinking," Mak Yuen Teen, a shareholder activist and associate professor at the National University of Singapore's business school, wrote on his website earlier this month.

--Kevin Lim
[/url][url=https://plus.google.com/share?url=https://asia.nikkei.com/Business/Markets/Nikkei-Markets/SGX-shareholders-put-regulatory-powers-in-spotlight&text=SGX%20shareholders%20put%20regulatory%20powers%20in%20spotlight&hl=en]

SLC is being mentioned everywhere , very famous now !

Singapore needs something like this: Minority Shareholders Watch Group (MSWG)   http://www.mswg.org.my/
"... but quitting while you're ahead is not the same as quitting." - Quote from the movie American Gangster

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3 hours ago.
Post: #1910
RE: Stamford Land
(5 hours ago)opmi Wrote: Singapore needs something like this: Minority Shareholders Watch Group (MSWG)   http://www.mswg.org.my/

I wouldn't say Msia has better corp governance but structurally to have this entity set up by the long funds which has vested interest seems sensible. Or like I suggested, an ACRA arbitration chamber. Or an exchange fund that finances such OPMI initiatives and also appoints auditors.
Before you speak, listen. Before you write, think. Before you spend, earn. Before you invest, investigate. Before you criticize, wait. Before you pray, forgive. Before you quit, try. Before you retire, save. Before you die, give. –William A. Ward

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