Bursa reprimands Top Builders, fines eight directors over late issuance of annual report, quarterly reports

• Top Builders had failed to issue its annual report including audited financial statements for the financial year ended June 30, 2022 (FY2022), by the deadline of Oct 31, 2022, said Bursa Securities in a statement on Friday.

KUALA LUMPUR (June 7): Bursa Malaysia Securities has publicly reprimanded Top Builders Capital Bhd, which is engaged in civil and building construction, and fined eight of its directors a total of RM405,750 for breaching listing rules.

Top Builders had failed to issue its annual report including audited financial statements for the financial year ended June 30, 2022 (FY2022), by the deadline of Oct 31, 2022, said Bursa Securities in a statement on Friday.

"The Annual Report 2022 was only issued on May 29, 2023, after a delay of six months and 29 days," the stock exchange regulator said.   

It added that Top Builders had also failed to announce its quarterly reports for at least three financial periods within the stipulated timeframes. 

Although Top Builders had been delisted from the bourse on Sept 4, 2023, Bursa Securities noted that the breaches were committed while the company was still listed.

Among those penalised were group executive chairman Datuk Loh Ming Choon and executive vice chairman Datuk Seri Sin Hock Min, who were fined RM105,250 each.

The rest of the directors include executive director and chief executive officer Woo Hai Shiang, who was fined RM72,000, independent directors Ng Mei Choo (RM29,600), Datuk Mohamad Hanafiah Zakaria (RM42,100), Datuk Koh Mui Tee (RM14,000), and Yan Sook Han (RM11,900) as well as non-independent director Sin Yoke Gen (RM25,650).

Bursa Securities said the directors had failed in the discharge of their duties to ensure timely issuance of the annual report and quarterly financial reports. The directors were also said to have failed in finalising the appointment of a forensic auditor to resolve all of the audit issues and that the forensic audit was ultimately not pursued.

"Bursa Malaysia Securities views the contraventions seriously as the timely and accurate submission of financial statements is one of the fundamental obligations of listed companies and is of paramount importance in ensuring a fair and orderly market for securities traded on Bursa Malaysia Securities and necessary to aid informed investment decisions," it added.

Top Builders fell into Practice Note 17 (PN17) status in January 2022, after its external auditor KPMG PLT expressed doubts on the company’s ability to continue as a going concern, as its current liabilities exceeded its current assets by RM21.6 million. At the time, the company’s equity on a consolidated basis was less than 25% of its share capital.

The counter was then suspended from trading on Nov 8, 2022. Trading of the company’s shares briefly continued for three days from Aug 1 to Aug 3, 2023, after the company submitted all of its outstanding financial reports to Bursa Securities.

However, Top Builders’ shares were suspended again, as the company had failed to submit its regularisation plan to the Securities Commission Malaysia or Bursa Securities for approval within the extended timeframe of June 29, 2023.

The stock last traded at half a sen on Aug 3, 2023 giving the company a market capitalisation of RM3.5 million.

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