TUNA canner Alliance Select Foods International Inc., which has been fighting a board squabble for more than a year now, said its Singaporean minority shareholders have elevated its case to the Court of Appeals (CA), hoping to reverse an earlier decision by the lower court.
Alliance Select said in its disclosure to the Philippine Stock Exchange that its Singaporean holders, led by Hedy Yap Chua has filed for petition for review before the CA earlier in the week.
Chua filed the case on September 21 in behalf of Albert Hong Hin Kay, previously in the board of the company, and their firms Harvest All Investment Ltd., Victory Fund Ltd., and Bondeast Private Ltd.
In its previous case junked by the Regional Trial Court (RTC) in Pasig last month, Chua prayed to stop the P1-billion stock-rights offer (SRO) of Alliance Select, a move that further diluted their holdings in the tuna canner.
This time, Chua asked the court to stop the company from implementing October 20, 2015, as the record date of the members that can attend its annual stockholders’ meeting, and to compel the company to set the record date of its meeting to a date prior to the SRO.
The company implemented its P1-billion SRO from August 17 to 26.
The Pasig RTC handed out its decision on August 14 and another on August 24 that dismissed the case for its having no jurisdiction over the case after Chua’s camp failed to file the correct fees.
Alliance Select stockholders’ meeting is scheduled on November 17. Gross proceeds of P1 billion from the offering will be used for needed capital expenditures, repayment of loans, installation of a new management-information system, and working capital requirements of the company, it said.
“The company’s business operations are not directly affected by the case and are continuing. Should the Court of Appeals issue a temporary restraining order and/or writ of preliminary mandatory injunction as prayed for, the record date of the annual stockholders’ meeting will be affected,” the company said.
The case was filed against Alliance Select, its other directors George Sycip, Jonathan Dee, Raymund See, Mary Grace Vera-Cruz, Antonio Pacis, Erwin M. Elechicon and Barbara Anne Migallos as corporate secretary of the company.
The SRO exercise will further dilute Chua’s holdings. Chua’s group previously owned about 34 percent. But with the group of Strongoak Inc., led by Vera-Cruz that infused $12.9 million (about P563 million) last year, it diluted the Singaporean holdings to about 24 percent.
The SRO further diluted their holdings to 12 percent if they decide not to infuse more cash.
Chua is also accusing the Dee group of misappropriating many of the company’s funds. The Dee group denied the accusations.
She also previously expressed concerns about the timing and the propriety of the SRO, as the tuna canner has continued to struggle to post profit in the last two years.
Alliance Select, controlled by the Dee family, said it had a net loss of $2.15 million (about P96 million) during the first half of the year ending June, from last year’s profits of $984,000.
Revenues fell by 7 percent to $39.61 million from last year’s $42.55 million, as its main tuna business revenue declined by 11 percent as a result of a decrease in volume of sales accompanied by a decline in selling price mainly due to sharp pricing and lower fish cost.