Exchange’s Disciplinary Action against Sun Cheong Creative Development Holdings Limited (Delisted, Previous Stock Code: 1781) and Eight Former Directors

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) Sun Cheong Creative Development Holdings Limited (Delisted, previous stock code: 1781);

IMPOSES A DIRECTOR UNSUITABILITY STATEMENT against:
(2) Mr Tong Ying Chiu, former executive director and chairman;
(3) Ms Ng Siu Kuen Sylvia, former executive director;
(4) Mr Tong Bak Nam Billy, former executive director and chief executive officer;
(5) Mr Un Ge Wei, former executive director;

CENSURES:
(6) Mr Chan Kam Hon Ivan, former executive director;
(7) Mr Chan Sai On Bill, former executive director;
(8) Mr Ng Chun Chung, former executive director;

CRITICISES:
(9) Mr Sze Chun Wai, former independent non-executive director;

AND FURTHER DIRECTS:

and each of Mr Chan Kam Hon Ivan, Mr Chan Sai On Bill, Mr Ng Chun Chung and Mr Sze Chun Wai to attend training.

The statement made in respect of Mr Tong Ying Chiu, Ms Ng Siu Kuen Sylvia, Mr Tong Bak Nam Billy and Mr Un Ge Wei above 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, each of these four directors is unsuitable to occupy a position as director or within senior management of the Company or any of its subsidiaries.

The Company grew from a family business. Through and following its listing in 2018, the executive management of the Company resided in three founding family members: Mr Tong Ying Chiu, Ms Ng and Mr Tong Bak Nam Billy. In a short period around the end of 2019, all three family members effectively stopped managing the Company. They left the Company in a chaotic state. They failed to discharge their duties in managing the Company and ensuring that its business and operations could continue after their departure.

After the founding management left the Company, the other directors encountered significant difficulties in controlling and operating the Company. Amongst other things, the Company’s factories were sealed off by a PRC court, and the Company was unable to provide certain accounting records to its auditors. As a result, the Company was unable to publish its 2019 financial results on time.

The Company provided misleading information about the causes of the delay to the Exchange and in the Company’s announcements – it attributed the delay solely to the COVID-19 pandemic, but did not disclose the material difficulties the Company was facing.  In approving these misleading communications, Mr Chan Kam Hon Ivan, Mr Chan Sai On Bill, Mr Ng Chun Chung and Mr Sze Chun Wai breached their duties.

Ends