Zetrix AI loses entire audit committee after two more directors resign

Zetrix AI Bhd has been left with only three directors and no members on its audit committee following the resignations of four out of seven board members this month, as the technology company deals with a breach of its sukuk covenant. Independent directors Datuk Othman Semail and Mohaini Mohd Yusof declared their resignations due to personal commitments and subsequently withdrew from the audit committee.

Their departures followed the resignation of Wong Kok Chau as an independent director and audit committee chairman, and an earlier departure of another independent director. According to Bursa Malaysia filings, Othman and Mohaini did not disagree with the board and had no pending issues requiring shareholder attention. The remaining directors are Datuk Dr Norraesah Mohamad, non-independent non-executive chairman; Wong Thean Soon, group managing director; and Datuk Mohd Jimmy Wong Abdullah, non-independent non-executive director.

Zetrix AI stated it would comply with Bursa Malaysia's board composition requirements and fill the vacancies within three months. The board changes follow the company's efforts to resolve a breach of a covenant under its RM2 billion sukuk program, which requires Wong to remain its largest shareholder. The breach triggered a dissolution event, but Zetrix AI is not obligated to immediately repay the outstanding sukuk or face a payment default.

The company will continue engaging with the sukuk trustee and sukukholders to resolve the outstanding matters.