TIDMACHL
RNS Number : 1461L
Asian Citrus Holdings Ltd
29 September 2016
For immediate release 29 September 2016
Asian Citrus Holdings Limited
Expected Delay in Publication of Annual Results and Possible
Delay in Despatch of Annual Report for The Year Ended 30 June
2016
Suspension of Trading
This announcement is made by the board of directors (the
"Board") of Asian Citrus Holdings Limited (the "Company" and,
together with its subsidiaries, the "Group") pursuant to both Rule
13.09(2) of the Rules (the "Hong Kong Listing Rules") Governing the
Listing of Securities on The Stock Exchange of Hong Kong Limited
(the "Hong Kong Stock Exchange") and the Inside Information
Provisions (as defined in the Hong Kong Listing Rules) under Part
XIVA of the Securities and Futures Ordinance (Chapter 571 of the
Laws of Hong Kong), and the AIM Rules for Companies governing the
admission to and operation of AIM (the market of that name operated
by the London Stock Exchange) published by the London Stock
Exchange as amended from time to time.
The Group's audited consolidated financial statements for the
year ended 30 June 2016 are not likely to be available for
publication by 30 September 2016, being the time by which the
Company is obliged to make such publication under the Hong Kong
Listing Rules.
ADDITIONAL AUDIT PROCEDURES
The auditors of the Company has reported to the Company that
they have met with a person who claimed to be Mr. Man Gui Fu ("Mr.
Man"). Mr. Man is a minority shareholder, director and general
manager of the Company's subsidiary Beihai Perfuming Garden Juice
Co., Ltd., a part of the Group's fruit processing business acquired
in November 2010, and Mr. Man also holds positions in some of the
Company's other subsidiaries.
Mr. Man alleged that there are inaccuracies in the books and
records of certain subsidiaries of the Company, and has provided to
the auditors a document purporting to be a copy of the bank
statement for a period from 1 January 2016 to 30 June 2016 of Lucky
Team Biotech Development (Hepu) Limited (which is a subsidiary of
the Company). Prior to receiving the above set of bank statements,
as part of the audit procedures, the auditors have previously
reviewed the original bank statements provided on site by the
relevant subsidiaries of the Company.
Further, the auditors of the Company has also reported to the
Company that it has received written correspondence which appeared
to be sent by a person named Mr. Chen De Qiang ("Mr. DQ Chen"),
whose name matches that of the finance manager of certain Chinese
subsidiaries of the Company, which indicated that certain amounts
or balances in the internal records of certain customers or
suppliers do not correspond to the internal records of the
Group.
Based on a preliminary assessment, the auditors are of the view
that the above allegations taken as a whole is material to, and may
have both material and pervasive effects on, the consolidated
financial statements of the Group for the year ended 30 June 2016.
As the auditors are not able to give an indication of the scale of
materiality or misstatement, if any, that flows from the
allegations at this time the auditors consider that there is a need
to reinforce their audit procedures and implement wider and more
extensive tests on audit sampling in order to obtain sufficient and
appropriate audit evidence to allow it to form its audit opinion on
the Group's consolidated financial statements for the year ended 30
June 2016. The auditors will also require performance of additional
audit procedures, including but not limited to the following key
procedures:
(i) obtaining directly from relevant banks all original bank
statements of the Group in respect of all bank accounts in
China;
(ii) obtaining further information and explanations in respect
of the allegations regarding the discrepancies between the figures
reported by the Group and those stated in the customers' and
suppliers' internal records for the year ended 30 June 2016;
and
(iii) conducting site visits and interviewing relevant customers and suppliers.
The audit committee of the Company has requested the auditors to
further obtain bank statements directly from relevant banks, and
compare the same against those inspected by the auditors in the
course of their audit.
The Directors have noted that prior to receiving the report from
the Company's auditors, the Company has received threats from a
"founding minority shareholder" that immense pressure will be put
onto the Company's auditors if the Company does not withdraw its
proposals for the major transaction announced on 25 August 2016 and
delay its shareholders' approval. It is not clear at this stage
whether the recent development described is part of a campaign to
sabotage the Company's proposal.
The Board wishes to advise shareholders that it is taking
further legal advice as to how to proceed, in relation to this
matter.
EXPECTED DELAY IN PUBLICATION OF RESULTS
As a result of the above, the Group's audited consolidated
financial statements for the year ended 30 June 2016 are not likely
to be available for publication by 30 September 2016, being the
time by which the Company is obliged to make such publication under
the Hong Kong Listing Rules.
SUSPENSION OF TRADING ON HONG KONG STOCK EXCHANGE
Consequently, at the request of the Company, trading in the
shares of the Company on the Hong Kong Stock Exchange will be
suspended with effect from 9:00 a.m. (Hong Kong Time) on Thursday,
29 September 2016 and will remain suspended pending the release of
the Group's annual results.
SUSPENSION OF TRADING ON AIM
As a result of the current uncertainty that stems from these
allegations and at the request of the Company, trading in the
shares of the Company on AIM was suspended, with effect from 13:15
p.m. (UK time) on Wednesday, 28 September 2016 and will remain
suspended pending an announcement clarifying the financial impact
pertaining to the allegations, if any.
This announcement contains inside information for the purpose of
Article 7 of Regulation (EU) No 596/2014.
For further enquiries please contact:
Asian Citrus +852 3951 0000
Emma Ng (Chief Financial Officer and Company
Secretary)
Cantor Fitzgerald Europe (NOMAD +44 (0) 20 7894
and Broker) 7000
Rick Thompson/David Foreman/Michael Reynolds
(Corporate Finance)
+44 (0) 20 7067
Weber Shandwick Financial 0700
Nick Oborne, Stephanie Badjonat, Tom Jenkins
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCLVLLLQKFLBBZ
(END) Dow Jones Newswires
September 29, 2016 02:01 ET (06:01 GMT)
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