This article first appeared in The Edge Malaysia Weekly on June 29, 2026 - July 5, 2026

It is not often that independent directors speak out against a takeover offer, especially at small companies such as Sealink International Bhd (KL:SEALINK).

But when they do state their opinion, it signals that the takeover proposal is likely not going down well with all shareholders of the target company. This is on the assumption that independent directors are usually the nominees of major shareholders and act in their interest.

On May 12, Carimin Petroleum Bhd (KL:CARIMIN) proposed the privatisation of Sealink via a scheme of arrangement (SoA), offering to pay 41 sen per share. Carimin is already the single largest shareholder of Sealink with a 19.5% stake that it had acquired in January this year — also at 41 sen per share — from Sealink executive chairman Lo Ling.

After two extensions of time, the Sealink board reverted to Carimin’s offer last week, seeking a higher price than the 41 sen per share.

The Sealink board comprises seven persons, with Lo and two other directors, Datuk Fabian Ng and Lim Yew Hoe, holding executive positions. Of the remaining four members, three are independent while one is non-independent.

Lo and Yew Hoe did not participate in the decision to seek a higher price as they are interested parties. One independent director, Lim Litt, who was appointed in April this year, also did not agree to the issuance of the letter to Carimin at the current juncture without an opinion from the independent advisor.

Who Litt represents on the Sealink board is not clear. But what’s certain is that the majority of Sealink’s board members are seeking a higher price from Carimin.

Although Carimin is the single largest shareholder of Sealink, two other individuals — Yong Kiam Sam and Yong Foh Choi — also hold substantial blocks of 13.9% and 9.15% equity interest respectively.

The SoA requires 75% approval from the disinterested shareholders, with not more than 10% objecting to it.

Without a clear indication as to who the independent directors represent, it remains to be seen if Carimin’s proposed takeover of Sealink will materialise.

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