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:
Lisi Group (Holdings) Limited (Stock Code: 526);
AND FURTHER DIRECTS:
The Company to (a) appoint a compliance advisor for two years, (b) review its internal controls in relation to Chapters 13, 14 and 14A of the Listing Rules, and (c) procure each of the current directors to attend 24 hours of training.
Between 2017 and 2021, the Company entered into various discloseable, major and continuing connected transactions without making timely disclosure or obtaining the necessary approvals from its shareholders as required under Chapters 14 and 14A.
The Company repeatedly failed to comply with Chapters 14 and 14A requirements. Despite previous, similar instances of non-compliance, and being formally warned by the Exchange, the Company continued to fail to maintain adequate and effective internal controls.
The Exchange notes that the Company agreed to settle this matter at an early stage.
Key messages:
An issuer must apply an effective assessment and control framework to the transactions it enters into, as this will help the issuer to ensure that it complies with its Listing Rule obligations.
If an issuer is aware of previous Rule compliance failings, it must take prompt steps to address any weaknesses in its processes to ensure that similar breaches do not happen again. If sufficient steps are not taken, then any further breaches will more likely result in the imposition of public sanctions.
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