Bursa Malaysia Securities Berhad (635998-W) (Bursa Malaysia Securities) has publicly reprimanded Scanwolf Corporation Berhad (SCNWOLF) in respect of the company’s fourth quarterly report for the financial year ended 30 June 2016 (QR 4/2016) announced on 29 August 2016 which was in contravention of paragraph 9.16(1)(a) of the Bursa Malaysia Securities Main Market Listing Requirements (Main LR).
Paragraph 9.16(1)(a) of the Main LR states that a listed issuer must ensure that each announcement made is factual, clear, unambiguous, accurate, succinct and contains sufficient information to enable investors to make informed investment decisions.
SCNWOLF had failed to ensure that the QR 4/2016 took into account the adjustments as stated in its announcement dated 19 October 2016.
The public reprimand was imposed pursuant to paragraph 16.19(1) of the Main LR after taking into consideration all facts and circumstances of the matter including the materiality of the breach and upon completion of due process.
SCNWOLF was also required to review and ensure the adequacy and effectiveness of its financial reporting function and carry out a limited review on its quarterly report submissions. The limited review must be performed by the company’s external auditors for four quarterly reports commencing no later from the quarterly report for the financial period ended 31 December 2017. In addition, SCNWOLF must ensure all its directors and relevant personnel attend a training programme in relation to compliance with the Main LR pertaining to financial statements.
While Bursa Malaysia Securities has not found any of SCNWOLF’s directors to have caused or permitted the breach by the company, Bursa Malaysia Securities wishes to highlight and remind that it is the duty of the directors to maintain appropriate standards of responsibility and accountability in ensuring compliance of the Main LR. The Board of Directors of SCNWOLF at the material time was as follows:-
- Dato’ Othman bin Talib
- Dato’ Ong Boon Aun @ Jaymes Ong
- Dato’ Tan Sin Keat
- Teoh Teik Kean
- Dato’ Loo Bin Keong
- Mohd Azizal bin Shubali
- Abdul Hamid bin Abdul Shukor
- Dato’ Ibrahim bin Saleh
- Ong Sing Guan
Bursa Malaysia Securities views the contravention seriously as the timely and accurate submission of financial statements to enable investors to make informed investment decisions is one of the fundamental obligations of companies listed on the Official List of Bursa Malaysia Securities.
BACKGROUND
SCNWOLF had reported an unaudited loss attributable to the owners of the company of RM424,605 in its QR 4/2016 announced on 29 August 2016 as compared to an audited loss attributable to the owners of the company of RM2,054,365 in the audited financial statements for the financial year ended 30 June 2016 (AFS 2016) announced on 19 October 2016. The difference of RM1,629,760 between the QR 4/2016 and the AFS 2016 represented a variance of 384%.
The adjustment was mainly due to the consolidation adjustment for elimination of unrealised revenue and property development costs between two subsidiaries of the company. There was no reasonable justification for the company’s failure to take into account the adjustment that was made in accordance with clear accounting standard under MFRS 10 which requires consolidated financial statements to eliminate in full intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between entities of the group.
