Stamford Land and minority shareholder reach ‘amicable settlement’ over defamation lawsuit

SINGAPORE — Stamford Land Corporation and minority shareholder Mano Sabnani — who was earlier sued by the company and five of its directors —have reached an "amicable settlement", with Mr Sabnani apologising and agreeing to retract his comments.

In a filing on the Singapore Exchange (SGX) on Saturday (Oct 6), Stamford Land and Mr Sabnani said in a joint statement that they have agreed to "bring this unhappy episode to an end".

Last week, Mr Sabnani filed his defence, arguing that his statements were fair comment and protected by qualified privilege to question its management at its annual general meetings (AGMs) in 2016 and this year regarding its low dividend payout and high remuneration for senior office-bearers.

On the same day after the AGM on July 27 this year, Mr Sabnani wrote a Facebook post titled, "Abhorrent board behaviour at Stamford Land AGM". He then had a letter published in the Business Times expressing his dismay on July 31.Mr Sabnani's comments were fair, his lawyers had said.

Still, the SGX filing on Saturday singled out Mr Sabnani's "adverse comments" on Facebook and in the Business Times letter — about the company's corporate governance and investor relations — as "of particular concern".

It said: "Mr Sabnani agrees to retract those comments. It was not Mr Sabnani's intention to cause any distress to the Board and Management, and he offers his sincere apologies for the distress caused."

Among other things, the filing noted that Stamford Land is "one of the SGX companies that had enabled (Mr Sabnani) to achieve financial freedom over 30 years of careful value investing".

The company has "agreed to move on and will continue to engage constructively with all shareholders".

The rare lawsuit had caused concern among shareholders. At the AGM of the Singapore Exchange last month, Singapore Exchange Regulation (SGX RegCo) chief executive Tan Boon Gin said it encourages parties "not to take an overly legalistic approach".

Hours after Stamford Land's filing on Saturday, SGX RegCo issued a press statement describing the agreement between the company and Mr Sabnani as a "positive outcome".

It said: "SGX RegCo firmly believes in and encourages constructive and robust discussions between shareholders and directors during AGMs and other shareholder meetings."

It added that while these meetings are subject to qualified privilege, "it is important for all parties concerned to note that qualified privilege may not extend to comments that are published or quoted on social or mainstream media".

SGX RegCo said that together with the Securities Investors Association (Singapore) and Singapore Institute of Directors, it is developing a "best practices guide" which covers issues regarding conduct at AGMs.