Japanese casino mogul Kazuo Okada asked the Philippine Stock Exchange to block the planned backdoor listing of his gaming unit allegedly to protect the investing public from the ownership dispute within the company.
Lawyers Salvador Paolo Panelo Jr. and Kathleen Mativo who represent Okada said in an urgent letter to PSE dated Jan. 11 that Tiger Resort Asia Ltd. had no authority to list Okada Manila via Asiabest Group International Inc.
“The exchange should disapprove the application for the block sale and disallow the backdoor listing because there exists, at bare minimum, a serious issue as to whether Fujimoto et. al. are legitimate director/officers of Tiger, and the rest of the Okada companies, that can act for and on behalf of said companies,” Okada’s counsel said.
Okada’s lawyers said the supposed authority of the current directors/officers of the Okada companies was anchored on the validity of the casino magnate’s removal as sole director of Okada Holdings Inc. which they claimed was patently void.
“Mr. Okada is the beneficial owner of 67.6 percent of TRAL’s capital stock, and he was the sole director of TRAL unit [when] he was illegally removed in June 2017. The backdoor listing and block sale are unauthorized and without approval of Mr. Okada. TRAL, under the control of illegitimate directors, is not suitable to be in control of a listed company such as ABG in accordance with the suitability rile of the exchange,” Okada’s lawyers said.
TRAL, the operator of Okada Manila, signed a deal in September 2018 to purchase 200 million shares in ABG which was equivalent to two-thirds of the company.
TRAL was subsequently required to conduct a tender offer to acquire the remaining shares held by minority shareholders.
Okada’s lawyers said the deal signed by TRAL might be found unenforceable or voidable and might prejudice the public.
Okada’s camp said that until the ownership issue was fully settled, the control and ownership dispute within the Okada companies would make TRAL unsuitable to be listed with the PSE.
Okada’s camp criticized the move of TRAL to list while in the middle of the dispute, saying that a company with decent and respectable directors would not do so because it would prejudice investors.
“Moreover, the fact alone that TRAL is trying to list with the exchange while control and ownership of the Okada companies are being disputed itself is a clear sign that it is unsuitable to be listed with the exchange,” Okada’s camp said.