Sias questions CDL on role of Catherine Wu, board appointments, management reporting lines

Sias questions CDL on role of Catherine Wu, board appointments, management reporting lines


SINGAPORE’S investor watchdog has asked CDL, which is currently embroiled in a boardroom tussle, to clarify the role of its former adviser Catherine Wu, as well as the appointment process of its newly appointed directors and management reporting lines.

The property developer called for a trading halt on Feb 26 amid a conflict between its executive chairman Kwek Leng Beng and his son and group chief executive Sherman Kwek.

The crux of the disagreement lies in the nomination of two new directors at CDL – Jennifer Duong Young and Wong Su-Yen – as independent non-executive directors on Feb 7, which Kwek Leng Beng alleges is part of an “attempted coup” to oust him.

The younger Kwek had also stated that the “primary reason” for the ongoing dispute at CDL is “a very serious issue of corporate governance” involving Dr Wu, who has since resigned from her role as an independent adviser to the board of Millennium & Copthorne Hotels (M&C), a subsidiary of CDL.

In a letter to the developer’s board and management on Thursday (Mar 6), Securities Investors Association (Singapore), or Sias, asked what roles Dr Wu had played as a director on the board of M&C from June 2022 to January 2024.

Among other things, the watchdog wanted to know if her performance was assessed by the M&C board, and if there had been a rigorous search and nomination process for the role. Sias also asked if there is a replacement for the position, given Wu’s resignation, and who will oversee the selection process and appointment.

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On the issue of the directors, the watchdog asked CDL to clarify the identification and appointment process for the two newly appointed directors.

Sias chief executive officer David Gerald wanted to know if the directors had requested to meet the nominating committee of the board and adhered to the “best corporate governance practices” in their appointment processes.

“Specifically with regards to the current board dispute, Sias would like to seek clarity on the governance framework currently in place especially with regards to director nomination, selection and appointment,” it added in its e-mail to the property developer.

Sias also raised questions on the management structure at CDL.

Specifically, Sias wanted to know the reporting lines for group CEO Sherman Kwek and group chief operating officer (COO) Kwek Eik Sheng. The latter is the nephew of the elder Kwek.

Given the ongoing saga, the watchdog wanted to know how the board would ensure effective decision-making during this period, and the key performance indicators in place to assess the performance of both the group CEO and group COO.

Several other questions raised by Sias related to the financial performance of the property developer. These include the strategic direction for CDL in view of its underperforming share price, as well as the strategic value of its proposed privatisation of Millennium & Copthorne Hotels New Zealand.

The investor watchdog also asked directors to commit to making statements on the current situation on SGXNet first, instead of via the media. SGXNet is a Web-based platform for listed issuers to upload announcements.

Sias added: “This would also ensure that any statements and disclosure made by the directors comply with SGX listing rules, and that no material information is selectively disclosed to any parties.”



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