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Stamford Land lawsuit: Company supports engaging shareholders meaningfully

STAMFORD Land Corporation, responding to media articles last week on a defamation suit the company had filed against a minority shareholder, has said that it encourages and is in support of engaging shareholders meaningfully on issues regarding the company.

“The current legal proceedings is not about the use of lawsuits to impede meaningful discourse. It is specific to the continuous conduct of the individual named in the proceedings. The decision to commence proceedings was not taken lightly but only after careful consideration,” the group said in a filing with the Singapore Exchange on Sunday.

The Business Times and The Straits Times ran articles about the annual general meeting of the Singapore Exchange (SGX) last Thursday, where there was palpable anxiety among many shareholders about Stamford Land’s suit against its shareholder Mano Sabnani – and how they would need to conduct themselves at shareholder meetings or risk being sued.

SGX found itself compelled to weigh in on the matter of companies issuing legal threats against dissenting minority shareholders.

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Some shareholders present at SGX’s AGM pushed for the SGX to mediate or intervene in the event that disputes arose between minority shareholders and boards at future shareholder meetings to avoid being dragged to court, which they worried was an “oppression” of their rights.

Responding, SGX RegCo chief executive Tan Boon Gin said the following, among other things: “As a market regulator, we encourage parties not to take an overly legalistic approach because if they do, I fear it will have a chilling effect on robust conversations. Generally, we encourage a free and frank discussion between the board and shareholders at AGMs...We encourage all parties to focus on the issues and not personalities.”

In its Sunday filing, Stamford Land said: “It is the view of Stamford and its directors that the reputation of Stamford and the integrity and reputation of its directors had been damaged by the person named in the legal proceedings, both at Stamford’s Annual General Meetings and in publications made by this individual to the public after the 2018 AGM. These publications contained false accusations of Stamford.

“The board of directors had carefully considered all its options following the publications and it was felt that in Stamford’s interest, Stamford had no alternative but to commence legal proceedings to protect its own reputation and interest.

“It is Stamford’s view that defamatory and untruthful comments about the company by minority shareholders at AGMs and in publications made to the public are inappropriate and do not in any way assist or advance shareholders’ interest.”