In Australia and Asian casino operator Donaco International Limited has reportedly announced that it will be holding an extraordinary general meeting of its shareholders to discuss an application from a pair of investors that its entire board should be replaced.

According to a Sunday report from Inside Asian Gaming, the Sydney-listed firm is responsible for gaming operations inside northern Vietnam’s Aristo International Hotel and used an official filing to explain that it has called the gathering at the request of its largest shareholder, On Nut Road Limited.

Recent upheaval:

Inside Asian Gaming reported that Donaco International Limited recently expelled founding members Joey Lim Keong Yew and Ben Lim Keong Hoe from its board after the pair allegedly defaulted on a loan while this duo was later replaced by Kurkye Wong and Yan Ho Leo Chan from On Nut Road Limited’s parent firm, Argyle Street Management Limited.

The casino operator also purportedly recently named veteran Asia-Pacific gaming executive Paul Arbuckle to serve as its new Chief Executive Officer and revealed that it will be holding its extraordinary general meeting before the end of the month.

Unexpected consent:

Donaco International Limited reportedly declared that On Nut Road Limited, which currently controls some 19.25% of its shareholding, called the extraordinary general meeting after receiving applications from independent investors Patrick Tan Teck Lee and Gerald Nicholas Tan Eng Hoe calling for its entire five-member board to be sacked.

Although it purportedly stated that its biggest shareholder does ‘not support the resolutions proposed by the requisitioners’, it nevertheless decided to call the meeting ‘in order to settle the matters addressed in the invalid notice and allow the company to move forward with the current stable board, which is not subject to challenge’.

Read the Friday filing (pdf) from Donaco International Limited…

“We further note that there is no agreement, arrangement or understanding in place between On Nut Road Limited and the requisitioners regarding the proposal to move these resolutions, the issue of a request to call a general meeting of the company or how to vote on the resolutions.”

Close connections:

Inside Asian Gaming reported that Gerald Tan is thought to be a close acquaintance and business associate of Lim and speculated that the entire matter could have been formulated as a way for the latter to regain at least some of the 27.25% stake in Donaco International Limited he forfeited after being thrown off its board.

Residency requirement:

Donaco International Limited reportedly moreover used its filing to explain that the successful passage of the requests put forward by the pair of investors would constitute a breach of Australia’s Corporations Act as this legislation mandates that at least two directors of any company registered in the country be residents.

Donaco International Limited’s filing read…

“The board also notes that if all of the resolutions proposed by the requisitioners and contained in On Nut Road Limited’s notice are passed, the company would have only one director who ordinarily resides in Australia. Accordingly, the company would be in breach of section 201A(2) of the [Corporations] Act, which requires at least two directors to ordinarily reside in Australia.”