Noble defiant over funding plan despite legal case

Noble defiant over funding plan despite legal case

SET-listed property developer Noble Development Plc has insisted its plan to raise registered capital through a private placement will go ahead despite a lawsuit filed by a group of investors against the move.

Founder and major shareholder Kitti Thanakitamnuay has challenged the person behind the revolt to come out of the shadows and declare their real intentions.

Mr Kitti, also chief executive of Noble, said the company sought investors' approval at the annual general shareholders meeting in April for an increase of capital to 1.97 billion baht from the current 1.37 billion by issuing 200 million shares to investors at three baht par each. 

"We had done it in compliance with the rules and regulations, while approval had been voted by 46.28% of shareholders, which was not less than one-third of total issued shares as required by law," said Mr Kitti.

But those who invested in the company through ABN Amro Nominee Singapore Ltd filed a lawsuit against the company's management, claiming the plan did not follow the rule requiring approval of the board of directors before the shareholders' meeting.

The market speculated that the company's major shareholder intended to skip the process involving the board of directors in order to prevent a hostile takeover.

But Mr Kitti yesterday said Noble needed to raise funds to reduce its 3:1 debt-to-equity ratio, the highest in the industry.

He said a company called Esteemed Networks Group has been behind the case and has continued to buy Noble's shares through ABN Amro to get a holding of 23.64% from 5% in only six months.

Noble has filed complaints to the Securities and Exchange Commission.   

Esteemed Networks is registered in the British Virgin Islands, and its authorised representative is Vistra Co, registered in Singapore. Mr Kitti said this complication indicated the group has intended to cover the company's owner.

"I believe this company must belong to a Thai investor and it is clear that they violated the rule about information disclosure," said Mr Kitti.

He said Noble had clarified to the Commerce Ministry recently that the annual meeting had been proceeded legally.

"If you want to be our partner and can improve our performance, we welcome you definitely, but your move is really suspicious. It is hard to believe you are a normal investor," said Mr Kitti.

He also insisted he and allies are not worried about a hostile takeover, as they hold a majority stake in Noble.

NOBLE shares closed on the SET yesterday at 10.50 baht, down 10 satang, in trade worth 2.87 million baht.

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