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SGX RegCo warns Camsing Healthcare's former independent directors
IN an unprecedented move, the Singapore Exchange (SGX) RegCo on Friday warned three former independent directors of Camsing Healthcare that it will assess their suitability for appointment as a director or executive officer in any issuer listed on the SGX.
The regulator has ordered Camsing Healthcare to obtain detailed explanations by Apr 5 from three of its former independent directors on why they considered it "proper and appropriate" to resign before audit matters were resolved.
The three independent directors are Kenneth Chin Hock Raphael Lau, Maurice Tan Huck Liang, and Ong Wei Jin, who resigned from Camsing Healthcare with effect from March 20. This took place after the company's auditors flagged various audit matters to the company for the financial year ended Jan 31, 2019.
The trio had been independent directors since November 2015. All three resigned for personal reasons and "unresolved differences in opinion on material matters" between them and the board of directors.
"We wish to express our disappointment that the former IDs have chosen to resign at the point when the audit matters were raised by the auditors and the audit matters have yet to be resolved," wrote June Sim, senior vice-president and head, listing compliance, SGX RegCo, in a statement.
"The resignation of the former IDs (and by implication, the entire audit committee) places the company in jeopardy as there is no continuity in the independent oversight of the audit matters which took place in the financial period prior to their resignations."
SGX RegCo is also requiring the company to appoint a special auditor to investigate audit matters raised previously by the company's auditors during the course of the audit for the financial year ended Jan 31, with the appointment of the special auditor and scope of the special audit subject to SGX RegCo's approval.
The special auditor will also have to report its findings directly to SGX RegCo and the company's audit committee.
SGX RegCo also said it is suspending trading in the company's shares until it is satisfied that the firm's state of affairs is known and that its shares can be traded on a "fair, orderly and transparent basis".