KUALA LUMPUR (March 17): In a twist of events, The Edge has learnt that HHRG Bhd’s (KL:HHRG) largest shareholder Cfamillie Holdings Sdn Bhd is behind the requisition to remove the board of directors of the Penang-based biomass material manufacturer, and still the ultimate owner of the shares registered under Digital Trustee Bhd.

In an email to The Edge, GamBit Group, which includes Digital Trustee, stated that the shares registered under Digital Trustee are held in custody for Cfamillie Holdings, the largest shareholder.

“As a licensed private trustee, [Digital Trustee’s] role is strictly custodial, and the ultimate ownership and decision-making authority remain with Cfamillie Holdings,” GamBit Group group chief executive officer Datuk Clifford Hii said.

On Monday, HHRG announced that Digital Trustee, the registered owner of a 16.048% interest in the company, had called for an extraordinary general meeting (EGM) to remove its entire board of directors, and replace them with three new directors.

According to a filing with Bursa Malaysia, Digital Trustee’s 154.29 million shares were purchased in an off-market deal on March 11.

This was the same day Cfamillie Holdings, according to Bloomberg data, sold its entire stake in the company at a significant loss.

The shares were sold at a steep 94% discount, at just half a sen per share, far below the original or market value of the shares.

The reason for the move of ownership of the shares to the trustee company was not immediately known.

The written requisition for the EGM made by Digital Trustee is to remove all five of HHRG’s directors: its executive deputy chairman Datuk Paduka Ammar Datuk Shaikh Mahmood Naim, and Guok Ngek Seong, Abdul Rahman Din, Chan Hon Woo and Ju Siew Lee.

HHRG said it had received the written requisition from Digital Trustee on March 14, at 6pm. The announcement of Digital Trustee’s interest in the company was only made later on Monday, March 17.

Digital Trustee is nominating three directors for appointment to replace the board — Zam Azri Mohamed Zam Zamil, Dr Mazlan Ahmad, and Low Xhu Hern.

Zam Azri is an experienced hospitality professional, who has previously held managerial roles at Hotel Seri Malaysia and Casuarina Hotels of Perak Corporation Bhd (KL:PRKCORP).

Mazlan Ahmad, a corporate leader with experience in finance and banking, currently serves as the executive chairman of Richwood Ventures Bhd, and also serves as a corporate adviser to Tengku Puteri Arafiah, the Sultan of Selangor’s sister.  

Low Xhu Hern, an advocate and solicitor of the High Court of Malaya, is a managing partner of Messrs Low H & Associates.

For the nine months ended Dec 31, 2024 (9MFY2025), HHRG's net profit rose 56.94% year-on-year to RM10.72 million, while revenue increased by 0.66% to RM95.51 million.

The profit for the period surpassed the full-year profit of RM7.86 million in FY2024. The better performance was attributed to 15.33% higher average selling prices for the biomass division, which contributed almost 70% of revenue for the period.

HHRG’s share price closed half a sen or 5.56% higher at 9.5 sen on Monday, giving it a market capitalisation of RM91.33 million. Year to date, the stock is down 20.83%.

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