Kitchen Culture requisitioning shareholders claim successful EGM; board denies validity

Yong Hui Ting
Published Fri, Nov 25, 2022 · 04:18 PM

KITCHEN Culture’s requisitioning shareholders have claimed that shareholders representing about 40 per cent, or 173.6 million of the company’s shares, approved the appointment of five new directors at an extraordinary general meeting (EGM) held on Friday (Nov 25).

The new directors are James Rogers, appointed as non-executive director; Yip Kean Mun, appointed as executive director; and Lam Kwong Fai, Tan Meng Shern and Cheung Wai Man, who were appointed as independent directors of the company.

Kitchen Culture’s existing board, however, continues to deny the validity of the EGM and its resolutions.

In a statement released Friday night, the board maintained the five individuals elected would be ineligible for election as none of them submitted any duly signed consent to nomination as required by the company’s constitution.

The existing board of directors said they had invited the requisitioning shareholders to apply to the Singapore court to determine whether the call for the EGM was valid, or issue another set of “proper and compliant” notices for a fresh EGM.

The board’s statement came following a press release on Friday afternoon issued by the requisitioning shareholders, which include Kitchen Culture’s largest shareholder Ooway Group, saying motions to replace the five directors passed with 100 per cent support from eligible shareholders at the meeting.

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The requisitioning shareholders had first tried to remove Kitchen Culture’s directors in September this year. A first attempt at holding an EGM, also deemed invalid by Kitchen Culture’s board, had been unsuccessful.

Liu Yanlong, an Ooway representative, urged the existing board of directors to cooperate with the transition, adding that legal action would be taken “to compel such compliance where necessary”.

In the statement, the requisitioning shareholders said Kitchen Culture’s new directors would be tasked with “turning the company around and creating shareholder value, while also being mindful to engage and communicate with shareholders and to run the company in a more transparent manner”.

Yip, the new executive director of Kitchen Culture, said on behalf of the new directors that to be more transparent, they intend to adopt a policy of frequent engagement and communication with all shareholders.

Ooway Group and seven individuals collectively own 21.7 per cent of Kitchen Culture, which provides luxury kitchen fittings.

Trading in the shares of Kitchen Culture : 5TI 0% has been suspended since Jul 12, 2021.

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