SERBA Dinamik Holdings Bhd is believed to be roping in three new “hands-on” independent non-executive directors (INEDs) to accelerate the formation of two review bodies tasked to examine auditing issues pertaining to its FY2020 financials that have been flagged by external auditor KPMG on May 25.
If the plan materialises, the global integrated oil & gas (O&G) service provider will have a total of eight INEDs – thus further strengthening its board membership to a dozen (from the current nine) – while expediting the next course of action to find an ultimate solution to its accounting-related issues.
The candidates are respectful individuals in the corporate world with strong experience and background in governance, legal and restructuring of companies, according to a source close to the company.
“In its quest to regain the confidence of shareholders whether they are institutional investors or retailers, the three new INEDs are expected to add ‘fire-power’ to swiftly resolve uncertainties pertaining to Serba Dinamik’s pending audit issues,” the source who did not wish to be identified told FocusM.
“With additional INEDs in its board line-up, Serba Dinamik would be able to expedite its next course of action to manage its current issues with KPMG.”
At the end of the day, the source said Serba Dinamik’s management hopes that the new INEDs would be able to see a clearer picture amid a different landscape based on their experiences.
“Nevertheless, the management has reiterated its stance to stay away from this issue,” the source noted, adding that an independent firm has also been earmarked among the Big-Four audit firms.
Recall that the Minority Shareholder Watch Group’s (MSWG) CEO Devanesan Evanson has proposed that one alternative is for Serba Dinamik to look to its INEDs to resolve its existing issues instead of relying on an independent firm.
“They can form an ad-hoc committee whose terms of reference will be to resolve the KPMG issues. This committee can invite other professionals on a need basis to assist them,” suggested Devanesan.
“There will be no learning curve with these independent directors as opposed to a new incoming independent firm. Furthermore, some of the independent directors – who are also audit committee members – have dealt with KPMG for many years in the past.”
Serba Dinamik’s current independent directors include chairman Datuk Mohamed Nor Abu Bakar; KPMG Malaysia’s former partner Hasman Yusri Yusoff, Nationwide Express Holdings Bhd’s former managing director Rozilawati Basir as well as accountant Sharifah Irina Syed Ahmad Razi and lawyer Tengku Datuk Seri Hasmuddin Tengku Othman.
“Thus, there are competent resources among the independent directors to resolve the issues. An ad-hoc committee comprising independent directors will be the fastest way to resolve the issues,” reckoned Devanesan. – June 13, 2021