BVI Court injuncts EGM to consider privatisation
On 15 March 2021 the Commercial Court of the British Virgin Islands granted an injunction to adjourn an EGM called to consider the privatisation of NASDAQ listed BVI company, Newater Technology Inc, on the application of a shareholder.
The shareholder’s substantive claim is that the board of directors, including the Special Committee established to oversee the privatisation, is conducting the affairs of Newater in a manner that is prejudicial to the applicant’s interests and, in the context of a privatisation, is in breach of the directors’ duties to the Company and the wider body of shareholders.
If consummated, the current proposed merger would see the two founders of the company assume private ownership of Newater together with a PRC investor. The applicant has put forward a counter-proposal to the company which was rejected by the Special Committee in very short time, without being put to the shareholders for consideration, and in the applicant’s view, without proper consideration. The proceedings in the BVI are ongoing.