Posted on: Friday, June 6, 2003
Central Pacific chief calls vote flawed
| • | Central Pacific hires ex-Bankoh staffers for investment unit |
By John Duchemin
Advertiser Staff Writer
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CLINTON ARNOLDUS
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"That vote did not produce a quorum," Arnoldus said, speaking yesterday to the Investment Society of Hawai'i, a group of financial professionals.
Arnoldus' comments were the strongest statement yet by Central Pacific in challenging the May 28 vote.
The vote, on whether to let Central Pacific proceed with its takeover offer, was won by CB Bancshares — but the victory was overshadowed by a Central Pacific-led boycott.
More than half of CB Bancshares shareholders did not vote, and only 29.4 percent of the target bank's shareholders supported CB Bancshares directors, who have rejected the merger offer.
CB Bancshares says it reached the 50 percent threshold for quorum, even though only 45 percent of its total shares voted.
In calculating a quorum, CB Bancshares excluded the 11 percent of its shares owned by Central Pacific and investment firm TON Finance, Central Pacific's close ally.
Of the remaining shares, CB Bancshares officials say 50.33 percent voted — enough for a quorum.
Central Pacific, however, says that CB Bancshares may have miscounted, and disputes whether any or all of the shares owned by Central Pacific and TON Finance can be excluded.
The would-be buyer has hinted it may soon seek court action to declare the vote illegitimate — either by challenging CB Bancshares' definition of a quorum, or by seeking to force a new vote on the merger.
