Belam Bhd provides computer network and outsourcing services to Coca Cola, Citigroup, Nissan Motors and Qantas. It employs 53,000 staff in Kuala Lumpur, Johor and Sabah. It is listed on Bursa Malaysia Securities Bhd and won the Best Corporate Governance award in 2013.

Chairman Raju (a major shareholder) proposed to the board of directors (BOD) to buy two related companies Maytas Infrastructure and Maytas Property for RM1.6 billion. In the morning of 16 December 2013, he sought only the board approval. No shareholder approval was required. The BOD approved the deals. There were six independent non-executive directors (INEDS) in a board of 15 directors, and some were prominent businessmen and an academic.

At an Analyst briefing later that day, the following clarification was sought.

REQUIRED:

Is the board approval sufficient and what are the FOUR (4) main questions that should be asked to the board about the above transactions?