CATALIST-LISTED AGV Group's 2 independent directors Choong Yoon Fatt and Wee Meng Seng said in a joint letter that they were surprised by the 2 successive attempts to call for an extraordinary general meeting (EGM) to have them removed from the board.

Citing reasons for the proposed resolutions to remove the 2, the requisitioning shareholders said in an earlier filing that there does not appear to be any concrete steps taken to resolve the challenges faced by the company.

The company has had trading in its shares suspended since Nov 24, 2021, is facing material uncertainty as to its going concern and has received multiple letters of demand.

"This is extremely detrimental to current shareholders, who many end up with an absolute write-off of their investment, unless more capable hands are brought on board to steer the company towards financial viability and resumption of trading," they said.

The requisitioning shareholders were therefore calling for an EGM to reconstitute the board of directors and to boost the company's leadership and strength.

However, Choong and Wee said that the current financial predicament of the company was largely due to the termination of a share placement, and notice from its former executive director Chua Wei Kee who said he would not provide financial support for the company's cash gap in full, Choong and Wee noted in a joint letter published on the Singapore Exchange.

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Had the proposed placement been successfully carried out, the company would have been able to raise funds of up to S$1.44 million to ease its current financial position, they said.

The company had in August last year received a complaint from whistle blowers concerning Chua. Following that, Choong and Wee had taken steps to look into the complaint and worked towards safeguarding the interest of the company and the shareholders, they said.

This included appointing Nexia TS Risk Advisory to look into the complaint and tasking general manager Goh Jay Ree to oversee operational matters. The independent directors also stepped in to assist the company in reviewing the financial matters of the group.

"We invite the members of the company to consider the facts holistically and come to your own conclusion as to the motivation and purpose behind the intended removal of independent directors - the sentinels of the shareholders' interest," said Choong and Wee.

The requisitioning shareholders had also proposed 3 names for the shareholders' consideration, with the appointment of candidates to be voted on during the EGM on Jan 26. All 3 candidates Hau Khee Wee, Lim Theng Theam and Danny Ong have experience in the accounting and audit sectors.