Mr. Thawatchai Pittayasophon, SEC Deputy Secretary-General, Acting Secretary-General, clarified:
“The SEC, to the best effort, has taken actions under the authority in this
case, e.g., instructing the company to disclose information, extend the scope
of special audit, and notify investors; and cooperating with relevant law
enforcement agencies. We have, so far, made substantial progress in the
investigations into the case. With regard to investor rights protection, the
SEC has rendered full support in coordinating and arranging discussions with
the SET, the Association of Investment Management Companies (AIMC), and the
Thai Investors Association (TIA). Moreover, the SEC has set the directions for
enhancing supervision on information disclosure of listed companies and on
performance of duties of related parties to increase efficiency, under the
Strong Listed Companies Project, which was initiated around 2022 year-end and
is expected to propose for the SEC Board’s approval this July.”
Mr. Pakorn
Peetathawatchat, SET President revealed: “The SET did not
stand by, but took every step to make sure that investors obtain accurate and
adequate information in a timely manner, e.g., following up on listed
companies’ disclosure of material information, issuing investor warning
messages, and/or posting trading signs to alert investors. For next steps, the
SET is in the process of revising the operational procedures as well as rules and
regulations in relation to listed companies and securities trading, some of
which have already obtained approval from the SET Board of Governors, i.e., the
revamp of listing rules, from listing, maintaining listing status to delisting
and the strengthening of securities trading supervision, e.g., putting in place
preventive and deterrence measures. The SET has also proactively cooperated
with all related agencies so as to prevent future occurrences of this kind.”
Mr.
Kulvech Janvatanavit, Chief Executive Officer (CEO) of the Thai Institute of
Directors Association (Thai IOD), remarked: “The Thai IOD has continuously
carried out activities to educate and raise awareness about roles, duties, and
responsibilities of corporate directors. We are confident that, at present, a
great number of company directors are performing their duties appropriately as
required. STARK case will be a case study for company directors and management,
in which rigorousness and adequacy of the company’s corporate governance and
control should be examined.”
Mr. Suphot Singhasaneh, Secretary-General, Federation of Accounting Professions
under the Royal Patronage of His Majesty the King (TFAC), said: “TFAC is ready
to collaborate with all related agencies to uphold the accountability of
accounting professions and capital market.”
Mr. Paisal Tarasansombat, Director, Thai Listed Companies Association (TLCA),
expressed the opinion: “The TLCA is of the view that the governing regulations
on supervision of listed companies are appropriate, with which most of listed
companies have already complied. As for listed firms’ monitoring of their
financial reports, particularly those connected transactions of significant
size, relevant parties, i.e., the company’s management, internal audit,
independent auditors, audit committee, and Board of Directors shall work
together for such purpose. In the case of STARK, the company’s Board of
Directors and audit committee should work more closely with the management. In
this regard, the TLCA will continue to give support to other agencies in the
capital market.”
Mr. Sombat Narawutthichai, Secretary-General, Investment Analysts Association
(IAA), stated: “The falsification of
STARK financial statements has reflected difficulties for securities analysts
and investors, as information users, to verify accuracy of the information
provided. Although the analysts have in place rigorous analytical systems, it is
not possible for them to verify accuracy of the information due to their
inability to access the proof of accuracy of the accounts. Our suggestion for
prevention of future occurrences is to jointly consider establishing accuracy
verification mechanisms that can enhance confidence in the financial reporting,
including a requirement for all listed companies to attend
the “Opportunity Day” or to organize Analyst Meetings 2-4 times a year.
Participation in such events will provide opportunities for analysts and
investors to make enquiries with the company’s management directly and to
assess the rationale of their visions and information presented.
The IAA will put an effort into further developing the analysts’ skills and
competencies in information screening and rationale assessing, including the
skills to detect red flags in financial statements etc.
Mr. Somphop Keerasuntonpong, Chairman of the Board of Directors, Investment
Banking Club (IB Club), Association of Securities Companies (ASCO), noted,
“Financial advisors (FA) have rigorously performed the duties of scrutinizing
qualifications of Initial Public Offering (IPO) securities issuers to ensure
that they have disclosed information adequate for investors’ decision making,
their directors and management have fit and proper qualifications, and their
internal controls are sound etc. The FA scrutiny includes the opinions in
relation to asset acquisition and disposition as well as related-party
transactions. However, some listed companies may have improper behavior. The IB
Club will be pleased to support related agencies in their consideration to
strengthen regulations on backdoor listing to be on par with those on IPOs.”
Mr. Sakda Pongcharoenyong, President, TRIS
Rating Co., Ltd. (TRIS Rating), said, “The TRIS Rating will revise procedures
for screening issuers of new securities to make them more stringent, with
careful consideration particularly on those getting listed on the SET through
backdoor listing, those with no track
records on business self-building, and those with their business growth
achieved mainly through acquisition of other businesses. Besides, the provision
of credit ratings for the issuers with major shareholders or management having
a negative reputation or record in lieu of corporate governance will be
avoided. The TRIS Rating will also increase training programs for the analysts
on the techniques to identify suspicious transactions in the financial
statements presumed to be falsified, leading to the ability to analyze
abnormalities in the financial statements as well as actual financial status of
the securities issuers.”
Mrs.
Chavinda Hanratanakool, Chairperson of the Board of Directors, the Association
of Investment Management Companies (AIMC), provided the opinion: “Investment
management industry considers it important for fund managers to perform their
duties responsibly and act in the best interest of unitholders. All investment
management companies making investments in STARK securities have agreed to
proceed with the class action lawsuit in this case. As the AIMC Chairperson, I
am of the view that STARK case has impacted credibility of the Thai capital
market significantly. To restore the credibility, all relevant stakeholders,
not only the investment management industry but also the SEC, the SET,
auditors, financial advisors, credit rating agencies, analysts etc., should
join hands in laying down measures to prevent future occurrences.”
Dr. Somjin Sornpaisarn, President, Thai Bond Market Association (ThaiBMA),
stated: “The ThaiBMA, as the Bond Information Center, has closely monitored the
situations and coordinated with the bondholder representatives and the SEC to
promptly provide information and updated news for investors through the
association’s online channels. In addition, to have investors informed and
educated on a regular basis, we have made available knowledge about the causes
of debt default, investor rights, duties and operational procedures of
bondholder representatives, through Q & A and mass media. The ThaiBMA, as
an agency in the capital market, is committed to maintaining and enhancing its
credibility through regular provision of information and knowledge about debt
instruments that are useful for investment decision making.”
Mrs. Siriporn Jangtrakul, Secretary-General, Thai Investors Association (TIA)
said, “To help gather those injured persons from STARK case, the TIA has opened
a facility for their registration, strictly taking into consideration the
provisions under the Personal Data Protection Act B.E. 2562 (2019). The TIA
will continue to render assistance in further operation and facilitation in case
the proceeding of class action lawsuit is requested.”
For
more information, please contact the Corporate Communications Department, the
SEC, Phone: 0-2033-9502-5 and 089-200-1673 or email: press@sec.or.th.