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Exchange’s Disciplinary Action against China Gem Holdings Limited (Stock Code: 1191) and Seven Directors

Regulatory
01 Feb 2023

香港聯合交易所有限公司
(香港交易及結算所有限公司全資附屬公司)
THE STOCK EXCHANGE OF HONG KONG LIMITED
(A wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited)

 

The Stock Exchange of Hong Kong Limited

CENSURES:

(1) China Gem Holdings Limited (Stock Code: 1191);

IMPOSES A DIRECTOR UNSUITABILITY STATEMENT against: 

(2) Mr Zhong Ling, chairman and executive director;
(3) Mr Wu Yijie, executive director;
(4) Mr Cui Lei, former chief executive officer and executive director;
(5) Mr Kan Chi Ming, non-executive director;
(6) Mr Warren Lee Primhak, independent non-executive director;
(7) Mr Li Haibo, independent non-executive director; and
(8) Mr He Yaode, former independent non-executive director.

AND FURTHER DIRECTS:

that the listing of the Company's shares be cancelled under Rule 2A.10A(2)(b) if any of Mr Zhong, Mr Wu, Mr Kan, Mr Primhak and Mr Li continues to occupy a position as director or within senior management of the Company and/or its subsidiaries upon the expiry of 14 days from the date of the Statement of Disciplinary Action.

The statement made in respect of the above Directors is made in addition to a public censure against each of them. The Director Unsuitability Statement is a statement that, in the Exchange’s opinion, the above Directors are unsuitable to occupy a position as director or within senior management of the Company or any of its subsidiaries.

Mr Zhong, Mr Wu, Mr Kan, Mr Primhak and Mr Li have since resigned as directors of the Company.

 

In 2020 to 2021, the Exchange made enquiries with the Company in relation to its annual results, a complaint, and certain transactions which had resulted in a substantial impairment.  Enquiries were also made of some of the former directors. Although the Company sought several extensions of time, it failed to provide any substantive response to the enquiries. The Company’s directors were responsible for procuring the Company’s response to the Exchange’s enquiries, and the former directors were obliged to provide the information requested of them. They failed in their duty.

Key messages:

When the Exchange requests information from a listed issuer, the listed issuer is obliged to provide it. The directors have a responsibility to ensure the issuer complies with this obligation.

Failures in this regard may lead to the directors being declared unsuitable for office, and to the cancellation of listing of the issuer’s shares.

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

 

 

Ends