IT seems that pressure is mounting on Serba Dinamik Holdings Bhd’s to reveal the factual findings update (FFU) by its special independent reviewer Ernst & Young Consulting Sdn Bhd (EY Consulting).
This follows the High Court’s decision yesterday (Feb 10) to dismiss the company’s originating summons and its application for injunction against Bursa Malaysia Securities Bhd with costs.
In dismissing the originating summons, the court has ruled that the market regulator made the commercial judgment in deciding that the information contained in the FFU is material and that it can direct the company to make an announcement whether or not the company agrees or disagrees with the information.
“Even though there may be issues on the interpretation of the term ‘special auditor’, there is no evidence that Bursa Securities directed the company to appoint EY Consulting,” the court had reasoned in dismissing the originating summons by the global integrated oil & gas (O&G) service provider.
“As a matter of fact, the appointment of EY Consulting was formalised by the company. Hence, the issue of Bursa Securities’ compliance of paragraph 2.24 of the MMLR does not arise.”
Earlier in its stock exchange filing, Serba Dinamik cited the court as saying that the directive issued by Bursa Securities dated June 28, 2021 and July 2, 2021 to appoint EY Consulting as a special auditor to conduct a special independent review (SIR) made pursuant to paragraphs 2.23 and 2.24 of the Main Market Listing Requirements (MMLR) must be considered in the circumstances which led to the directive being issued by Bursa Securities.
“As such, the exercise of power by the market regulator must be read contextually and not in vacuum,” the court ruled.
In the absence of mala fide being proven on Bursa Securities’ part, the court said the presumption is such that Bursa Malaysia is acting bona fide in discharging its duty to act in the public interest in accordance to section 11 of the Capital Markets and Services Act 2007 to issue the directive.
“Bursa did not act in excess of power in suspending the trading in securities of the company. Paragraph 16.02 of the MMLR allows for the suspension of the trading in securities,” justified the court.
“It is the prerogative of Bursa Securities to continue to suspend the trading in securities of the plaintiff (Serba Dinamik) and it is not for the court to second guess the decision of Bursa Securities.”
Earlier on Monday (Feb 7), another High Court in Kuala Lumpur had ordered Serba Dinamik to reveal the FFU within two market days.
However, it is understood that the company has formally written in to apply for a stay of the court’s decision with the application to be heard on coming Monday (Feb 14).
Serba Dinamik was last transacted at 35 sen at the close of the mid-day trading on Oct 22 prior to the trading suspension of its shares/warrants, hence giving the company a market capitalisation of RM1.3 bil. – Feb 11, 2022
