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Exchange’s Disciplinary Action against Winshine Science Company Limited (Stock Code: 209) and Six Directors

Regulatory
12 Jul 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

CRITICISES:

(1) Winshine Science Company Limited (Stock Code: 209);

CENSURES:

(2) Mr Wei Guo, former executive director and chief executive officer;
(3) Mr Xing Wei, former executive director and chairman; and
(4) Mr Li Fang, former independent non-executive director;

ALSO CRITICISES:

(5) Mr Lin Shao Peng, non-executive director;
(6) Mr Lai Ming Wai, former independent non-executive director; and
(7) Mr Lau Shun Pong Johnson, former independent non-executive director.

 

AND STATES, by reason of Mr Wei’s and Mr Xing’s respective wilful and/or persistent failure to discharge their responsibilities under the Listing Rules, had either of them remained on the board of directors of the Company, his retention of office would have been prejudicial to the interests of investors.

 

Mr Wei procured fund transfers, loans and/or payments to recipients outside the Group totaling over RMB 9 million, including unsecured and interest-free loans to his wholly-owned company, without informing the board. After the Company’s auditors raised issues relating to these transactions, an internal control review was conducted, which identified significant and material internal control deficiencies.

The Company’s previous internal control reviews covered only selected internal control cycles on a rotation basis, but not all material controls. This was a deviation from the Corporate Governance Code.

Key Messages:

The Listing Rules require issuers to conduct annual internal control reviews covering all material controls, including financial, operational and compliance controls. Conducting internal control reviews limited to certain business segments or on a rotation basis can lead to weaknesses in the control framework. This could in turn create an environment which enables unauthorised transactions, or expose the issuer and investors to the risk of significant losses. 

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

 

 

Ends

Updated 12 Jul 2021