Miyoshi Limited Responds to SGX Queries on Board Attendance and Governance Issues

Key Points from the Announcement

• SGX Queries on Board Attendance: Miyoshi Limited received formal queries from the Singapore Exchange (SGX) regarding the low attendance of Mr. Lo Kim Seng, the Independent Non-Executive Chairman, at Board and committee meetings during FY2025.
• Detailed Attendance Record: Mr. Lo attended only 1 out of 2 Board meetings, and was absent from all Nominating Committee (NC), Remuneration Committee (RC), and Non-Executive Directors’ meetings. He attended 1 out of 2 Audit Committee (AC) meetings.
• Reason for Absence: All missed meetings occurred on a single day (28 October 2024) due to Mr. Lo being out of the country. The company stated that, although meetings are scheduled in advance, final confirmation depends on several factors including management, Board, and professional advisors’ availability.
• Impact on Board Function: The company claimed that Mr. Lo’s absence did not affect the functioning of the Board or its committees. Ongoing consultations and discussions are conducted throughout the year by various means (telephone, Zoom, email), and Board resolutions are signed electronically.
• Steps to Improve Attendance: Management will enhance scheduling processes to ensure better attendance, coordinating more closely and confirming all directors’ availability, except for extenuating circumstances.

Details Investors Should Note

• Potential Corporate Governance Concerns: The low attendance of the Board Chairman and committee leader at key meetings could raise red flags for investors who prioritize strong corporate governance. While the company asserts that Mr. Lo’s absence was due to being overseas and that he remained involved via other means, the optics of missing all scheduled meetings on a single day may impact investor confidence.
• Board Engagement and Decision-Making: Miyoshi Limited emphasizes that material issues are handled on an ongoing, ad-hoc basis and that formal meetings are just one aspect of Board oversight. If investors believe that informal consultations compensate for formal attendance, this may mitigate concerns. However, persistent absenteeism from key meetings by the Board Chairman would be considered a material issue in terms of governance standards.
• Remedial Actions: The company promises improved communication and scheduling to ensure better attendance going forward, which may partially address investor concerns.
• No Indication of Financial or Strategic Impact: The company did not indicate any financial loss, operational disruption, or strategic delay resulting from Mr. Lo’s absence. However, if absenteeism were to recur or escalate, it could impact the company’s performance and share value.
• Regulatory Scrutiny: The fact that SGX saw fit to issue a query highlights the seriousness of corporate governance in the Singapore market and suggests that Miyoshi Limited will be under closer watch.
• Ongoing Legal and Audit Matters: The Board was handling important issues such as the finalization of financial results, audit matters, and legal developments concerning a Director during the period in question. These were discussed extensively, including with Mr. Lo, even though he was not physically present.

Potential Share Price Impact

While there are no immediate financial or operational shocks disclosed, this announcement is potentially price sensitive due to the following factors:

1. Corporate Governance Risks: Any perception of weak oversight or absentee leadership at the Board level can negatively affect investor sentiment and the company’s share price.
2. Regulatory Scrutiny: The increased attention from SGX may result in tighter controls or further disclosures in the future, which could affect how the market perceives Miyoshi Limited.
3. Commitment to Change: The company’s stated intention to improve meeting scheduling and attendance may help reassure shareholders, but the effectiveness of these measures remains to be seen.
4. Ongoing Legal and Audit Issues: The company is actively dealing with audit finalization and legal developments involving a Director, issues that are always closely watched by the market for any potential negative surprises.

Conclusion

Investors should closely monitor future disclosures from Miyoshi Limited regarding Board attendance and corporate governance practices, especially as the company has committed to better scheduling and engagement processes. Any sustained pattern of absenteeism or further regulatory queries could be detrimental to investor confidence and share price performance.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors should conduct their own research or consult professional advisors before making investment decisions. The views expressed are based on information disclosed by Miyoshi Limited as of 31 March 2026 and do not represent the official stance of any regulatory authority.

View Miyoshi Historical chart here