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SingPost receives arbitration notice on share purchase agreement pertaining to Famous Holdings

Felicia Tan
Felicia Tan3/4/2022 09:45 PM GMT+08  • 3 min read
SingPost receives arbitration notice on share purchase agreement pertaining to Famous Holdings
The notice of arbitration pertains to the agreements in relation to Famous Holdings and its subsidiaries.
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New arbitration proceedings have been commenced against SingPost Logistics Investments, a wholly-owned subsidiary of Singapore Post (SingPost).

The proceedings were made by Tan Ho Sung @ Taufiq Tan in the Singapore International Arbitration Centre.

According to the notice of arbitration served on Feb 22, the claim is related to a share purchase agreement (SPA) and shareholders’ agreement (SHA) in relation to Famous Holdings and its subsidiaries.

SingPost and Tan had entered into the SPA on Jan 18, 2013, for SingPost’s purchase of all of Tan’s shares in Famous Holdings.

Following the signing of the SPA, SingPost Logistics Investments, Tan and Famous Holdings entered in the SHA.

The sale and purchase of 62.5% of the shares were completed on Feb 20, 2013.

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According to the statement released by SingPost on March 4, Tan has exercised his put option in respect of the 37.5% balance of his shares in Famous Holdings, but the sale and purchase of the balance shares have not been completed to date.

In addition, there is an ongoing arbitration proceeding between SingPost and Tan which also relates to the SPA and SHA, regarding Tan’s transfer of the balance shares to SingPost following his exercise of his put option of the same shares.

“The arbitral tribunal in those proceedings issued a first partial award on June 3, 2020, dismissing Tan’s various claims, including alleged breaches of the SHA. A second partial award was issued on Jan 19, concerning the computation methodology of the final amount payable for the balance shares,” reads the statement put out by SingPost on March 4.

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The notice of arbitration was served on SingPost Logistics Investments after the second partial award pertaining to the ongoing arbitration was issued, adds the company.

The notice of arbitration by Tan alleged that SingPost Logistics Investments had breached the SHA, which impacte the final amount payable for the balance shares in the ongoing arbitration against SingPost.

SingPost Logistics Investments says it intends to defend itself against Tan’s allegations.

On Sept 15 and 16, 2021, Tan had also served notices of arbitration against SingPost Logistics Investments and Famous Holdings. The proceedings are also related to the same SPA and SHA, as well as Tan’s shareholding in Famous Holdings.

In the proceedings, Tan was said to have made allegations regarding breaches of the SHA, the existence of a conspiracy between SingPost and its subsidiary, as well as his purported entitlement to dividends under such shareholding.

“Tan filed his case and arguments in these proceedings on Jan 14, but has not provided a quantification of his claim in his case and arguments. SingPost Logistics Investments and Famous Holdings filed their respective cases and arguments on Feb 25. SingPost Logistics Investments and Famous Holdings will continue to defend themselves against his allegations,” says the statement.

According to SingPost, the potential financial impact of the claim cannot be quantified at this point as the notice of arbitration is “lacking in particulars”.

SingPost says, “the company is in consultation with its advisors in relation to the dispute with Tan and will make further announcements as and when there are material developments”.

Shares in SingPost closed 1 cent higher or 1.54% up at 66 cents on March 4.

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