What specific powers did the PM hold over Petronas?

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The Prime Minister's Extensive Powers Over Petronas

The Prime Minister of Malaysia held significant authority over Petroliam Nasional Bhd (Petronas), including the power to appoint its board chairman and direct the exercise of proxies for all government-held shares. This arrangement effectively granted the Prime Minister the ability to veto any decisions made by the company.
Appointment and Proxy Authority of the Petronas Chairman

According to Petronas' Memorandum and Articles of Association (M&A), the Prime Minister holds the prerogative to appoint the chairman of the company's board. Crucially, this appointed chairman is mandated to hold a proxy for all shares owned by the government. This proxy power is not discretionary; it must be exercised strictly according to the directions issued by the Prime Minister.
Veto Power Over Petronas' Decisions

The structure of the Prime Minister's authority over Petronas, particularly through the chairman's proxy and direction, allowed for a direct mechanism to override or block any corporate decisions. This arrangement was highlighted in court as potentially granting more "absolute power" to a sitting Prime Minister over Petronas' affairs compared to the powers vested in the Prime Minister concerning 1Malaysia Development Bhd (1MDB).
Comparison with 1MDB's Governance Structure

In contrast to Petronas, the governance framework for 1MDB, as outlined in Article 117 of its M&A, required the Prime Minister's prior written approval for specific actions. These included amendments to the company's constitution, appointments and removals of directors and senior management, and any financial commitments or actions likely to affect the government's guarantee, national interest, national security, or federal government policy. While substantial, this structure differed from the direct proxy control and veto power described for Petronas.

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What specific powers did the PM hold over Petronas?

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