GBH purchase of Time Galerie is studded with Robert Tan connections
SOME people believe that life is nothing more than a series of coincidences. It’s not easy to accept that everything happens by chance and that whatever we do makes no difference, but maybe there’s some truth to it. How else do we explain the uncanny circumstances that surround Goh Ban Huat Bhd’s (GBH) proposed purchase of a 20.25% stake in watch retailer Time Galerie (M) Sdn Bhd?
GBH, which makes clay pipes and trades in ceramic goods, has declared that none of its directors, major shareholders and persons connected to it have any direct or indirect interest in the deal, but what’s fascinating is that Time Galerie has several other links to GBH chairman and controlling shareholder Tan Sri Robert Tan Hua Choon.
Perhaps, this has to do with the fact that he has been a businessman for decades and has been involved in a variety of industries. He is the leading shareholder and chairman of five listed companies and was once in the same positions with three other listed companies (see table). Therefore, it’s to be expected that he has long lists of associates and business ventures, and that there will be some criss-crossing in the Robert Tan universe from time to time.
However, there are a lot of overlaps in the Time Galerie case and this creates a grand example of how playful fate can be.
> Timing of announcement
GBH disclosed the Time Galerie acquisition on March 30, four days after the transaction date. GBH bought the 810,000 shares from a Time Galerie shareholder for RM14.175mil. This values the whole company at RM70mil.
To a Bursa Malaysia query on the rationale for picking up only 20.25% equity interest, GBH says it was the only block of shares that was for sale. However, GBH points out that it was enough to allow equity accounting of its investment in Time Galerie.
March 30 also happens to be the day GBH completed the disposal of nine adjoining parcels of land in Segambut, Kuala Lumpur, to Keladi Maju Bhd, a property developer whose largest shareholders are Tan and his son, for RM192mil cash. This column on Oct 11 last year discussed the EGM in which GBH shareholders approved the sale of the valuable real estate despite the last-minute cancellation of a plan to turn GBH into an oil and gas player.
> Time Galerie directors work in Tan’s companies
According to the GBH announcement, Time Galerie’s directors are Gan Lock Yong @ Gan Choon Hur and Ong Bing Yap. Both men have been employed by Tan’s companies for a long time. An accountant by training, Gan had joined the Jasa Kita Bhd group a decade before its listing in 1993. The following year, he moved to GPA Holdings Bhd group, where he’s now an executive director.
Ong had been a teacher before joining the Jasa Kita group in 1978. He was appointed to the board in 1992 and is still there as an executive director. He was also a director of FCW Holdings Bhd between 1999 and 2012.
> Several Time Galerie shareholders are Tan’s fellow directors
Time Galerie has six shareholders, including Gan. The rest are Abdul Rasip Haron, Datuk Osman Mohd Zain, Azizzuddin Hussein, How Yoke Kam and Tan Ban Aik, from whom GBH bought the 810,000 shares.
Abdul Rasip, Osman and Azizzudin are all independent directors of listed companies controlled by Robert Tan and his family. Abdul Rasip is with GPA Holdings. Osman has been on the board of Jasa Kita since 1993, while Azizzuddin is a board member of FCW Holdings and Marco Holdings Bhd. Abdul Rasip and Azizzuddin were also Jasa Kita directors, the former from 1993 to 2013, and the latter between 2002 and 2013.
Robert Tan, Abdul Rasip and Osman have another thing in common – they’re directors and shareholders of Spanco Sdn Bhd, which specialises in managing the vehicles of other organisations, including government bodies.
> Is How a big GBH investor?
Each of GBH’s annual lists of top 30 shareholders and top 30 warrant holders from 2010 to 2014 include a How Yoke Kam among the first five names, although he has never owned more than the substantial shareholding level of 5%.
It can’t be verified if this person and the Time Galerie shareholder are one and the same, but even if we’re talking about two unrelated individuals, isn’t it an incredible coincidence?
> Property company with history of familiar names
In October 2004, Malton Bhd sold subsidiary Nasa Land Sdn Bhd to Aspirasi Ratna Sdn Bhd for RM7.6mil. Presumably, Nasa Land’s main attraction was that it had been appointed to develop almost 280,000 acres of freehold land in Tebrau, Johor Baru, that was owned by Johor Corp. What’s noteworthy here is that three of the five Aspirasi Ratna shareholders are also Time Galerie co-owners, namely, Azizzuddin, How and Ban Aik.
Subsequently, control of Aspirasi Ratna changed hands. We know this through a March 2012 announcement that IJM Land Bhd was buying 50% equity interest in Nasa Land for RM51mil from Aspirasi Ratna. By then, Nasa Land had a mixed development project, also in Tebrau, with an undeveloped net area of 96 acres.
More significantly, Aspirasi Ratna was entirely owned by Robert Tan, his wife and their two children. IJM Land’s annual report 2014 categorised Nasa Land as a 50% joint venture. Aspirasi Ratna has been renamed JKG Land (JB) Sdn Bhd.
> Did Robert Tan once own Time Galerie?
According to its website, Time Galerie started in 1986 as sole proprietorship named Cheong Seng and later became CS Watch & Clock Chain Sdn Bhd. Its majority owners in 1993 were described as “shareholders who also control listed companies such as Jasa Kita Bhd, Keladi Maju Bhd, Malaysia Aica Bhd and Goh Ban Huat Bhd”. That can only refer to Robert Tan and his family,
However, the website isn’t explicit about further ownership changes. It only says the company in 1994 had a capital injection, a new team of professionals, and fresh strategies and plans. Along with that came another name change to Time Galerie.
> The Casio connection
Robert Tan is widely known as the Casio King because he has done well in the distribution of Casio products, particularly watches. The business that began in the 1970s is parked under Marco Holdings. The Marco Holdings website describes Time Galerie as “its affiliated timepiece retail chain network”. It must be a tight affiliation because both companies claim ownership of Malaysia’s 13 G-Factory concept stores, which carry several brands of watches from Casio.
Executive editor Errol Oh enjoys joining the dots.