By Khairie Hisyam
With various overlapping interests, Liew Kee Sin cuts a conflicted persona. Yet questions must also be asked as to who allowed him to get away with so many things in the first place.
Liew Kee Sin is an interesting figure. His story is inspirational — the youngest son of a lorry driver and rubber tapper in Plentong, Johor who went on to become a giant in the Malaysian property scene.
A quintessential Malaysian success story, as one journalist has aptly put it.
But that also adds to the great shame that his two-decade journey of accomplishment and glittering accolades is now marred by a series of scandalous conflicts, trampling all over good governance values that hold Corporate Malaysia together.
Liew Kee Sin
The entire episode can be traced back to Bumiputera trust fund Permodalan Nasional Berhad or PNB’s takeover offer of SP Setia in 2011, which the Liew-led board of SP Setia initially rejected.
But eventually Liew emerged as a joint offeror with PNB for the takeover, which concluded in 2012 with PNB becoming a majority shareholder. Liew was also set for an exit with a three-year clock ticking down up to March 2015.
Did the whole exercise leave a bad taste for Liew, having built up SP Setia since he joined the company in 1996 only to see control wrested away and shown the door?
Only the man can say for sure and it is unlikely he’ll be talking, although the rapid emergence of Eco World hints much at what must transpire behind the scenes. In any case the unfolding drama had been gripping — after all the market loves a good story and the word “payback” easily rolls off the tongue.
In any case, his conduct was unbecoming of CEO the following year. Recall how he spoke negatively on PNB’s majority ownership and SP Setia’s prospects after his looming departure.
And, more blatantly, he also bankrolled his son’s portion of the reverse takeover by Eco World of then-Focal Aims Holdings, amounting to RM124 million, while still holding office in SP Setia. This is a fact that was previously disclosed to Bursa Malaysia.
Things worsened when Liew tendered his resignation in January 2014 citing retirement wishes, with SP Setia chairman Zaki Azmi saying that Liew will remain chairman of the Battersea Power Station redevelopment project as well as managing director of the Qinzhou project in China.
Liew retained both roles despite, less than a week after saying goodbye to SP Setia, emerging as a director in Eco World despite previously denying any link to the company. A few days is a surprisingly quick time to talk a man out of retirement, much less take up a directorship.
Hard questions have long awaited Liew since then over his conduct but, lest we forget, hard questions also needs to be posed to PNB and other SP Setia shareholders. By extension, Battersea’s shareholders also need be taken to task.
How could they have stood quietly as the developments unfolded over the past few years, signalling unmistakably that Liew’s interests have been compromised?
Why did they keep Liew at Battersea and Qinzhou even as he joined the board of a listed rival, whose CEO had previously boasted as having “SP Setia genetics”?
Had they not let down their own shareholders by failing to act? What’s stopping them from taking action to protect their own interests?
If Battersea is such a significant endeavour in respect of Malaysia’s honour and standing internationally, it reeks then that such a conflicted man had remained at the helm of its board for so long. In fact, Liew himself had hinted that his role at Battersea is a national service.
But if it was indeed national service, why then did he sign a personal deal in the same location, apparently going against his duty as chairman to alert his shareholders to the same opportunity?
While Liew’s conduct had broken propriety as far as good governance is concerned, the fact remains that the shareholders had also allowed him to get away with it.
The same goes for Eco World, the listed entity. While the emergence of Eco World was thought to be the second coming of Liew after SP Setia, what has transpired after that paints a more complicated picture.
Much appears to have been arranged behind the scenes and the question here is whether the little guys in the market are getting shafted should they invest in the company.
Why is Liew being allowed to ride on the Eco World brand for his proposed special purpose acquisition company (Spac) if he does not own the brand? Shouldn’t the brand belong to the company?
And why is he being allowed to effectively limit Eco World to the Malaysian market while his proposed Spac eyes the global international scene? Shouldn’t he as director prioritise the interests of the existing Eco World as opposed to his own?
It is disturbing how freely he is allowed to do what he pleases with the Eco World brand while shareholders look on, although those who have tracked the emergence of Eco World and Liew’s movements in his final days at SP Setia would not have been surprised.
As a simple analogy, imagine if an incumbent Petronas director starts a private entity doing business in the international oil and gas scene, and then Petronas subscribes to a stake in the private entity, from which all of Petronas’ international exposure will come from.
But for the series of conflicts, the rapid emergence of Eco World would have been remarkable and indeed admirable.
While the market capitalisation, hovering around RM1 billion, is not yet where Malaysia’s biggest property boys are, the overnight creation of a major property player boasting RM3 billion in full-year property sales – and eyeing more than double that over the next two years – sounds like a property entrepreneur’s wildest dreams come true.
It is a shame then that Eco World’s own shareholders are also letting Liew trample over all governance, putting them squarely alongside SP Setia’s and Battersea’s shareholders as far as blame is concerned.
As it is, the man is now tangled in so many conflicts that it may prompt people to create a hall of shame for corporate conflicts of interests.
They should probably reserve a spot for the shareholders who let him get away with these things too.
GRRR!!!!
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