26 listed companies will face suspension under new listing rules
The Stock Exchange earlier published a conclusion on its consultation paper, in which if the auditor of a company has issued a disclaimer or an adverse opinion on the company’s financial statement, the company has to be suspended from trading. Tracking the records, among companies that had published last year’s results, auditors of 31 companies issued a disclaimer, while no company received adverse opinions. Within those 31 companies, 5 of them has been suspended, which means 26 companies will face the danger of being suspended after new listing rules are put in place.
The reason for an auditor to issue a disclaimer is usually due to the fact the company's continuing operations are subject to significant uncertainties and it is not possible for the auditor to confirm whether a provision of impairment should be made. Among the 31 companies, there are 28 cases with issues on continuing operations, while 19 companies have issues on provision for impairment. However, there are also some exceptions. For example, Baytacare Pharmaceutical (8197) has failed to record certain loans due to management overstepping, which has led to litigation liabilities and failed to obtain sufficient audit evidence. In the case of Longhui International (1007), the auditor issued a disclaimer because the management of the company before the anti-acquisition failed to provide the audit information for previous year.
Share prices of the 31 companies have varied, with MIE Holdings (1555) had shown the largest increases of 189.19%, with HK$0.214 as at the end of May. The company had issued shares with a 25% premium to a third party, though its trading had suspended on 1 April due to a delay on the publication of result announcement. The company also announces to sign an MOU with LT Smart Energy (1281) on oil and gas business in Canada a day after it resumed trading on 24 April, with stock price rocketing 138.82% in a single day.
The company with the most significant decrease in stock price was Sanai Health Group (1889), for which its stock price has seen a 85.23% fall since the beginning of the year, and the stock price at the end of May was HK$0.048. The company received a notice of suspension from the Stock Exchange on 27 May, and an order of suspension of trading on June 5, causing the stock price to drop 85.6% on the day of the announcement. The company also had suspended trading for one day due to the delay in publishing its results. The company had also placed its shares with a 16.4% discount.
The major reason for companies to be requested suspension for a long period of time is the delayed announcement of results. However, trading was not necessarily resumed after the announcement of the results. Among them, Lumena New Material (67) and Flyke International (1998) had the longest suspension period, both of which were suspended from 2014. In March 2014, Lumena was accused by the short-selling institution Glaucus of alleged financial data fraud, leading to a suspension of trading. Subsequently, the company announced that it would delay the release of its results and was then accused by another short-selling institution, Emerson Analytics. It has not resumed trading yet and entered the third stage of the suspension procedure in 2016. Other examples include Baytacare Pharmaceutical (8197) and Sanai Health Group, which were forced to suspend due to the failure of the operation level to meet the requirements of the Stock Exchange, but the latter has already submitted a review.
Although the auditors had issued a disclaimer to those companies, there were still 5 companies that took saving measures in the hope of saving the company from being suspended or delisted. CCOE (8286), which was suspended last year, stated that it has adopted a method of debt restructuring and reducing loan interest to improve its financial status, and to improve its gross profit margin and control costs to improve its operational capabilities. The company submitted a resumption proposal in April this year.
The Stock Exchange published conclusions on its consultation paper on the proposed suspension requirements for issuers with disclaimer or adverse audit opinion on their financial statements. The new listing rules suggests if the auditor of a company has issued a disclaimer or an adverse opinion on the company’s financial statement, the company has to be suspended from trading. Yet suspension can be spared if the auditor's opinion involves only issues concerning continual operations, or if relevant matter have been resolved prior to initial result annoucement.
At present, the auditors' opinions are mainly divided into four types. The first one is "clean opinion", that is, the financial statement truly and fairly reflects the financial status of the company, and the second is "qualified opinion", that is, the report has significant but not extensive misrepresentation. The other two are "disclaimer" and "adverse opinions". The former were cases that the auditor failed to obtain sufficient evidence, with the statement possibly containing a significant and untrue statement; the adverse opinion was issued when the auditor affirmatively considered the statement to have significant mistakes and misrepresention.
Under current listing rules, if a main board company was suspended for 18 months, or a GEM company for 12 months, they are subject to delisting. After the implementations of new listing rules, if the suspension of a company was due to the auditor's issuance of a disclaimer or an adverse opinion, the length of suspension could be extended to 2 year.