SINGAPORE - Former Allied Technologies executive director Roger Poh has been sentenced to six months’ imprisonment for failing to act honestly in the discharge of his director duties, the Accounting and Corporate Regulatory Authority (Acra) said on Jan 8.

This was in relation to the company’s acquisition of 51 per cent of the shares of Software as a Service solutions provider Activpass Holdings.

In a meeting prior to the acquisition with Activpass’ existing shareholders Peter Seow and his wife Amy Leow, as well as a director of Kingsblade, Zheng Jiabin, Poh became aware that Seow and Leow were prepared to sell 100 per cent of the shares in Activpass to Allied Tech for $25 million.

However, Poh proposed to Allied Tech’s board to purchase 51 per cent of the shares in Activpass for $25 million, omitting any mention of his knowledge about the price Seow and Leow were willing to accept. Allied Technologies went on to acquire the 51 per cent stake for $25.2 million.

“Roger Poh was prepared to let Allied Technologies overpay substantially for its acquisition of 51 per cent of the shares in Activpass, and he knew that at least $10 million of the $25.2 million purchase price would be paid to Kingsblade through a series of round-tripping arrangements,” said Acra.

The ex-director admitted that this was due to his desire to obtain future personal benefits from Zheng, in the form of appointments as director of other listed companies, and their accompanying director fees, the regulatory authority added.

Acra warned that it will not hesitate to take action over directors’ failure to act honestly and use due diligence in the discharge of their duties, for which they could be fined up to $5,000 or jailed for up to 12 months.

Allied Technologies has been delisted from the Catalist board. THE BUSINESS TIMES