I was silent at Sapura board meetings, Shahriman tells court

Free Malaysia Today

14 hours ago

Shahriman Shamsuddin (left) is petitioning to wind-up Sapura Holdings Sdn Bhd, the parent of the Sapura group valued at RM832 million, on account of an alleged breakdown of mutual trust and confidence with elder brother Shahril.
KUALA LUMPUR : Sapura Holdings Sdn Bhd director Shahriman Shamsuddin told the High Court here that he did not oppose proposals made by elder brother Shahril to the Sapura Resources Bhd (SRB) board, citing a 'conflict' on account of them being siblings.
In cross-examination, lawyer S Rabindra, representing Shahril, questioned Shahriman about complaints contained in his petition to wind-up Sapura Holdings due to an alleged breakdown of mutual trust between the brothers.
In the petition, Shahriman had claimed that Shahril was 'effectively cornering' SRB into accepting either a RM100 million loan offered in September 2022, which involved a rights issue, or a RM40 million bridging loan offered by the Sapura group, failing which the company stood to lose its collateralised properties.
'The petitioner (Shahriman) was not consulted on this matter at Sapura Holdings level,' the document said further.
Rabindra: Your point here is that Shahril is saying to SRB: 'You have to pay back the RM40 million that was previously advanced (by the Sapura group) unless you agree to carry out a rights issue based on the September 2022 terms and conditions.' Is that a fair summary of what you're saying?
Shahriman: Pay immediately or do the rights issue.
Another of Shahriman's complaints was that Shahril had written on behalf of Sapura Holdings to SRB, undertaking to provide financial assistance of up to RM152 million without consulting him.
He also claimed Shahril had offered to personally underwrite any rights issue by SRB that was not taken up, to a value of RM113 million.
Shahriman said this would dilute his position in both SHSB and SRB and break the 'equal joint holdings spirit' laid down by their parents.
Rabindra: You mentioned earlier the distinction between Shahril's personal position and that of the company. As a director of Sapura Resources, during the time when letters were being exchanged, did you ever raise the question: 'Was this a private initiative (by Shahril), or an SRB initiative?'
Shahriman: I did not raise it because I would have been conflicted. I am his brother and also a shareholder of the holdings. So I had to keep quiet.
Rabindra: You sat on the Sapura Resources board with your brother, correct?
Shahriman: Yes.
Rabindra: You've disagreed with your brother during board meetings before, haven't you?
Shahriman: Sometimes, yes, about this matter, too.
Rabindra: So, in your capacity as a director of Sapura Resources, you could have raised the question: 'Why are we entertaining a personal proposal by Shahril?'
Shahriman: Shahril is my brother. I'm not allowed to say anything at the board (meeting).
Rabindra: I put it to you that that is far from the truth. You could have spoken up, you simply chose not to. Do you agree or disagree?
Shahriman, however, chose not to respond.
Sapura Holdings is the parent entity of over 40 subsidiaries valued at RM832 million, including the publicly-listed SRB.
Both Shahril and Shahriman hold a 48% stake each in Sapura Holdings, with the remaining 4% owned by Rameli Musa.
In the petition filed last September, Shahriman claims that an irreparable breakdown of mutual trust and confidence between him and Shahril necessitated the dissolution of Sapura Holdings.
However, Sapura Holdings, Shahril and Rameli, all named as respondents, oppose the petition, contending that the company was never intended to be a family business and that dissolution would be neither just nor equitable.
The hearing before Justice Leong Wai Hong will continue on June 13.