Shareholders who had sought to convene an extraordinary general meeting (EGM) of Jentayu Sustainables Berhad (JSB) have issued a memorandum explaining the circumstances behind the cancellation of the meeting and calling on the board to strengthen transparency and corporate governance.
The memorandum, signed by all convening shareholders, was circulated to fellow shareholders to clarify the sequence of events that led to the EGM being called off. The group said the document aims to address uncertainty surrounding the meeting process and provide clarity on issues affecting shareholder rights.
In the memorandum, the convening shareholders addressed allegations made by JSB in relation to the EGM notice, including claims that one of the requisitioning shareholders had not authorised the issuance of the notice. The group described these allegations as untrue.
However, they said they had no intention of engaging in prolonged court proceedings that could arise from the dispute. As a result, they opted to cancel the EGM in favour of what they described as a more practical and constructive resolution.
The memorandum also cited the unavailability of a General Meeting Record of Depositors (GMROD) as at Feb 20, 2026, as a key factor contributing to uncertainty. Without a confirmed record of eligible shareholders, the group said questions could arise over attendance and voting eligibility, potentially affecting the effectiveness of the meeting.
Additionally, the convening shareholders highlighted the board’s announcement advising shareholders not to attend the EGM. They said this limited opportunities for shareholders to obtain direct responses to issues raised in the EGM notice — engagement they view as essential to meaningful shareholder participation.
Concerns over the validity of the EGM notice, including matters relating to shareholding thresholds, were described as technical in nature and capable of rectification through reissuance of the notice if necessary.
Speaking on behalf of the convening shareholders, Vong Chee Kian said the memorandum was prepared to provide shareholders with a clear and factual account of why the EGM did not proceed.
“Our priority remains to ensure that JSB acts in the best interests of all shareholders by ensuring transparency, proper governance and a constructive way forward,” he said.
The memorandum concludes with a call for the board to take appropriate steps and make the necessary announcements to address the concerns raised, for the benefit of all shareholders.
A copy of the memorandum has been served to JSB through its appointed legal representatives, Messrs Kennie Ang & Co, for announcement.
The EGM had originally been convened following shareholder concerns relating to governance and financial matters within the company. Subsequent developments, including differing interpretations of procedural and administrative requirements, led to uncertainty over the conduct of the proposed meeting and ultimately prompted its cancellation.
