The tussle between Vietnam’s leading property developer Song Da Group and Sudico has taken a new turn after Sudico failed to organise an extraordinary general meeting requested by Song Da, its largest shareholder.
Song Da Group insisted on the meeting after Sudico directors replaced general director Vi Viet Dung and appointed new general director Phan Ngoc Diep without Song Da’s permission. Vi Viet Dung is Song Da’s stake representative at Sudico.
Pham Duc Thanh, legal department director with Song Da, said his group on November 15 asked Sudico to organise an extraordinary general meeting (EGM) as soon as possible.
Song Da holds a more than 30 per cent stake in Sudico and can ask Sudico to hold an EGM. Sudico has to announce and set the EGM date within 30 days of that request. Therefore, December 16 was the last day on which Sudico should announce details of the EGM.
Sudico directors, however, have maintained silence on the issue. “We will continue to ask Sudico’s supervision committee to hold an EGM. We are not surrendering,” said Thanh.
Management disputes at the Ho Chi Minh Stock Exchange-listed Sudico (stock code SJS) hotted up after Song Da Group pushed for the dismissal of newly-elected SJS chairman Phan Ngoc Diep and his re-assignment to the group’s human resource department.
However, to have Diep dismissed, Song Da would have to wait for the annual general meeting next year or call for an EGM where a vote for the dismissal could be announced by the sitting chairman another individual nominated.
According to the company’s own charter and corporate law, a duly elected chairman cannot be dismissed by the unilateral decision of a stakeholder with more than a 30 per cent holding alone even when that chairman is the authorised representative of that shareholder on the board of directors.
Analysts said the current disputes at Sudico were a concern for shareholders given its share prices have fallen sharply. SJS was always a blue-chip stock thanks to its strong core business in the property construction. SJS is one of Vietnam’s 50 biggest market cap stocks. Foreign investors hold 30 per cent of the firm.
In a related development, the Government Inspectorate recently proposed the government put Sudico’s key project, Nam An Khanh Hanoi urban complex, on hold as it was “illegally transferred”.