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Exchange’s Disciplinary Action against Tenwow International Holdings Limited (Delisted, Previous Stock Code: 1219) and Nine Directors

Regulatory
15 Jun 2021

香港联合交易所有限公司
(香港交易及结算所有限公司全资附属公司)
THE STOCK EXCHANGE OF HONG KONG LIMITED
(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

 

The Listing Committee of The Stock Exchange of Hong Kong Limited (Exchange)

CENSURES:

(1)       Tenwow International Holdings Limited (Delisted, Previous Stock Code: 1219);
(2)       Mr Lin Jian Hua, former executive director;
(3)       Mr Lin Qi, executive director;
(4)       Mr Yeung Yue Ming, executive director;
(5)       Ms Au Lai Hang, former executive director;
(6)       Mr Lam Boris Hang, former executive director;

AND CRITICISES:

(7)        Mr Liu Zhao, non-executive director;
(8)        Mr Cheung Warren Yui Kai, former independent non-executive director;
(9)        Mr Liu Chang Tzong, former independent non-executive director;
(10)      Mr Wang Long Gen, former independent non-executive director,

AND STATES that in the Exchange’s opinion, by reason of the wilful and/or persistent failure of Mr Lin Jian Hua and Mr Lin Qi to discharge their responsibilities under the Listing Rules, had the Company remained listed, their retention of office would have been prejudicial to the interests of investors.

 

During 2018, the Company discovered some abnormal transactions which included the provision of RMB340 million of financial assistance to a company connected to Mr Lin Jian Hua, and prepayments made without proper documentation totalling RMB1.7 billion. The Company then failed to publish its results on time, resulting in a suspension of trading and an eventual delisting.

The Company did not have adequate and effective internal controls. For example, Mr Lin Jian Hua effectively had unfettered power as there were no or insufficient checks and balances in place. The Company’s internal audit function also lacked independence and was inadequately resourced. The directors had breached their duties in respect of internal controls.

 

Key Messages:

All directors are collectively and individually responsible for ensuring that an issuer has sound and effective internal controls, in order to safeguard the assets of the issuer and the investment of shareholders.  Deficiencies in an issuer’s internal controls may lead to unauthorised use of an issuer’s assets, which may result in significant losses.

 
A copy of the Statement of Disciplinary Action is available on the HKEX website.

 

 

Ends

Updated 15 Jun 2021