No. 116 / 2016
Friday 02 December 2016
Bangkok, 2 December 2016 – The Criminal Fining Committee has imposed a fine of 5,560,000 baht on Mr. Soraj Asavaprapha, a former director of Jasmine International Public Company Limited (JAS), for failing to perform duties honestly and seeking unlawful benefits from derivatives investment based on non-public information.
Following the SET’s referral, the SEC conducted a further investigation and found that Soraj, then a JAS director, had learned from the Board of Directors’ meeting invitation that on 25 January 2016 the JAS Board would consider the dividend payment for the year 2015. Based on this non-public information, Soraj purchased 10,000 JASH16 Futures contracts whose underlying was the JAS stock before attending the Board’s meeting. JAS later disclosed the information on such dividend payment to the SET. The price of the JAS stock rose before Soraj sold JASH16 Futures contracts and gained benefits from the transaction.
Soraj also learned from the Board’s meeting invitation that on 7 March 2016 the Board would consider a repurchase scheme whereby the bid price would be higher than the market price. He then ordered another purchase of 8,000 JASH1H16 Futures contracts on 2 March 2016 before JAS disclosed the repurchase scheme to the SET. As a result, the price of JAS stock increased. Soraj sold off his Futures contracts and gained benefits from the transaction.
Apart from using the non–public information, Soraj failed to report the conflict of interest caused by his holding of JASH16 Futures contracts to the Board before the voting sessions at both Board meetings.
Soraj’s failure to perform duties with loyalty was an offence under Section 89/7 in conjunction with Section 89/10 and Section 89/11, and liable to the penalties under the first paragraph of Section 281/2 of the Securities and Exchange Act of 1992. The Criminal Fining Committee therefore fined him 5,560,000 baht.
In addition, the criminal fine caused Soraj to have untrustworthy characteristics of director and executive at any listed company* for two years, effective on 2 December 2016. He has invalidated his existing positions as director or executive of listed company (if any), and prohibited his future holding of such positions until such period ends.
* Pursuant to the Notification of the Securities and Exchange Commission No. Kor Jor. 8/2553 Re: Determination of Untrustworthy Characteristics of Company Directors and Executives dated 23 April 2010, as amended by the Notification of the Securities and Exchange Commission No. Kor Jor. 3/2559 Re: Determination of Untrustworthy Characteristics of Company Directors and Executives (No. 2) dated 12 July 2016.