Bursa Malaysia Securities Berhad (635998-W) (Bursa Malaysia Securities) has publicly reprimanded Kinsteel Berhad (In Liquidation) (KINSTEL) and 5 of its directors for breach of Bursa Malaysia Securities’ Main Market Listing Requirements (Main LR). In addition, 4 directors of KINSTEL were also imposed total fines of RM44,800.
KINSTEL had breached paragraph 9.23(1) of the Main LR for failing to issue the annual report that included the annual audited financial statements together with the auditors’ and directors’ reports for the financial year ended (FYE) 30 June 2017 (AR 2017) on or before 31 October 2017. The AR 2017 was only issued on 15 December 2017.
5 directors of KINSTEL at the material time had breached paragraph 16.13(b) of the Main LR where they had permitted KINSTEL to commit the above breach of paragraph 9.23(1) of the Main LR and the following penalties were imposed on them:-
|
No. |
Directors |
Penalty |
|
1. |
Tan Sri Dato’ Sri Pheng Yin Huah Chairman/Managing Director
|
Public Reprimand & Fine of RM16,000
|
|
2. |
Dato’ Henry Pheng Chin Guan Chief Executive Officer/Executive Director
|
Public Reprimand & Fine of RM16,000
|
|
3. |
Dato’ Lew Choon Executive Director
|
Public Reprimand & Fine of RM6,400
|
|
4. |
Pheng Chin Huat Non-Independent Non-Executive Director
|
Public Reprimand & Fine of RM6,400
|
|
5. |
Chong Hoi Sheong @ Chong Hoi Cheong Independent Non-Executive Director Audit Committee member (Retired on 15 January 2018)
|
Public Reprimand |
The finding of breach and imposition of the above penalties on KINSTEL and its directors were made pursuant to paragraph 16.19 of the Main LR upon completion of due process and after taking into consideration all facts and circumstances of the matter including the materiality/impact of the breach to KINSTEL and shareholders/investors, the role, responsibilities, knowledge and conduct of the directors and mitigating factors.
Bursa Malaysia Securities views the contravention seriously as the timely and accurate submission of financial statements is one of the fundamental obligations of listed companies and is of paramount importance in ensuring a fair and orderly market for securities traded on Bursa Malaysia Securities and necessary to aid informed investment decisions.
BACKGROUND
The delay in issuance of the AR 2017 was essentially due to the failure of KINSTEL to settle the outstanding audit fees to the external auditors. This led to the delay in commencement of the audit only on 2 October 2017 instead of August 2017 as initially scheduled. Further, KINSTEL had failed to resolve the outstanding audit findings/areas regarding the AR 2017 with the external auditors expeditiously.
Despite the numerous notices/reminders from the external auditors:-
- Tan Sri Dato’ Sri Pheng Yin Huah and Dato’ Henry Pheng Chin Guan who were the executive directors having the primary responsibility for the management of KINSTEL’s operations and/or financial management had failed to demonstrate reasonable and expeditious efforts taken to pay the outstanding audit fees and resolve the audit issues with the external auditors to enable timely issuance of the AR 2017; and
- Dato’ Lew Choon, Pheng Chin Huat and Chong Hoi Sheong @ Chong Hoi Cheon
