English High Court Cancels 2021 Sale of SMCP Shares
PARIS — The SMCP judicial saga between trustee GLAS and former majority owner European TopSoho continues as the accessible luxury group that owns Maje, Sandro and Claudie Pierlot attempts to turn around its fortunes.
On Friday, the English High Court ruled invalid the 2021 sale of a block of SMCP shares by then-majority owner European TopSoho, a Luxembourg-based subsidiary of ailing Chinese apparel company Shandong Ruyi Group, to Dynamic Treasure Group Ltd. (DTG), a company based in the British Virgin Islands.
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The 15.9 percent stake was sold for 1 euro to DTG, whose sole shareholder is Chenran Qiu, daughter of Shandong Ruyi chairman Yafu Qiu.
The transaction was revealed on Nov. 4, 2021, by SCMP, just weeks before the Paris Commercial Court granted a request by SCMP trustee GLAS to hold a shareholders’ general meeting to dismiss all board members representing ETS.
At the time, no declaration was filed with the relevant market authority and the identity of the new holder of the shares was not immediately disclosed.
GLAS subsequently filed a motion to have the transfer of shares frozen, as part of an international court battle between Paris, London and Luxembourg.
SCMP said it anticipated an order requiring the return of DTG’s stake to ETS, which is currently under liquidation in Luxembourg.
The British court’s ruling is the latest development in a saga that kicked off when European TopSoho defaulted on 250 million euros of bonds in September 2021.
After more than a year of turbulence, Shandong Ruyi is now a minority shareholder, with GLAS the largest — but not controlling — shareholder with 29 percent of the company. U.K.-based AlixPartners is acting receiver of another 8 percent of SMCP stock.
In March, AlixPartners launched the sale process of a 37 percent stake in SMCP, a move that could trigger a mandatory takeover action under French law if a single purchaser snaps it up. A mandatory takeover bid can be triggered if the threshold of 30 percent ownership is crossed.
The French fashion group, which is also the owner of contemporary menswear brand De Fursac, hopes to return to profitable growth by 2026. It detailed a turnaround plan when reporting its 2023 figures in April.
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