Saturday 22 Jun 2024
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KUALA LUMPUR (Sept 5): The Kuala Lumpur High Court has ordered Protasco Bhd’s former director Datuk Tey Por Yee and his associate Datuk Ooi Kock Aun to pay the company RM84.64 million over breach of fiduciary and statutory duties related to a sale and purchase agreement (SPA) signed in 2014.

Protasco Bhd said the judgment sum, awarded on Sept 1, will include an interest of 5% per annum to be calculated from Sept 22, 2014 — the date of the writ of summons — until full and final settlement.

Protasco sued Tey and Ooi for US$27 million (RM88.41 million then) on Sept 22, 2014, for breach of fiduciary and statutory duties after the company failed to acquire a 63% stake in PT Anglo Slavic Indonesia (PT ASI) for US$22 million.

Protasco also claimed that Tey and Ooi had failed to disclose their interest in the transaction and conspired to defraud the company and undertake secret profit-making, according to its past filings.

Protasco first entered into an SPA with PT Anglo Slavic Utama (PT ASU) in December 2012 to acquire a 76% equity interest in PT ASI for US$55 million.

At that time, PT ASI controlled PT Hase Bumou Aceh (PT Haseba), which had a production management partnership agreement (PMPA) with Indonesia’s national oil company Pertamina to develop and produce oil and gas at the Kuala Simpang Timur field in Aceh. 

The deal was downsized after a due diligence to acquire a 63% stake in PT ASI for US$22 million.

PT ASU provided collateral in the form of 297.14 million shares in PT Inovisi Infracom Tbk, where Ooi was then chief financial officer. The new SPA also required PT ASU to secure a 10-year PMPA extension from Pertamina.

However, PT ASU was only granted a three-year extension. Unable to fulfil the conditions set in the SPA, the agreement lapsed, but Protasco had already paid the total US$22 million consideration plus an additional advance of US$5 million to PT ASU — the amount sought by the company from Tey and Ooi in the initial suit.

It is worth noting that the lengthy lawsuit also saw Tey and Ooi being granted a discharge not amounting to an acquittal (DNAA) by the Sessions Court in Kajang in September 2017.

Shares of Protasco finished one sen or 5.13% lower to 18.5 sen on Tuesday, with a market capitalisation of RM91.65 million.

Edited ByAdam Aziz
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