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Bursa Malaysia Securities Berhad (635998-W) (Bursa Malaysia Securities) has publicly reprimanded Seacera Group Berhad (SEACERA) in respect of the company’s fourth quarterly report for the financial year ended 31 December 2016 (QR Dec 2016) announced on 28 February 2017 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.
SEACERA had failed to ensure that the QR Dec 2016 took into account the adjustments announced on 18 May 2017 (the Adjustments).
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.
SEACERA 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 30 June 2018. In addition, SEACERA 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 SEACERA’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 SEACERA at the material time was as follows:-
- Datuk Mansor Bin Masikon
- Zulkarnin Bin Ariffin
- Norhanum Binti Nordin
- Tuan Hj. Halim @ AB Halim Bin Ismail
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
SEACERA had reported an unaudited profit attributable to the owners of the company of RM4,505,000 in its QR Dec 2016 announced on 28 February 2017 as compared to an audited profit attributable to owners of the Company of RM6,099,368 in the audited financial statements for the financial year ended 31 December 2016 (AFS 2016) announced on 28 April 2017. The difference of RM1.594 million between the QR Dec 2016 and AFS 2016 represented a variance of 35%.
The Adjustments were mainly in respect of the non-allocation of loss of a subsidiary to the non-controlling interest and the company had acknowledged that the Adjustments should have been made in the QR Dec 2016.
