MAS accepts recommendations from Corporate Governance Council and issues revised Code

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#11
I have not read into the details but using the word "errors" to describe the violations is laughable at best. I remember me and classmates magically became "less error prone" when our form teacher attended class with a stick. Still works now with my kids. Smile

As d.o.g once said, disincentives and incentives need to go together.

SGX RegCo reprimands former Sunrise Shares directors, CEO for breaches of listing rules

As part of the regulatory action, SGX RegCo has barred Wong from serving as a director or executive officer for two years, while Liang faces a one-year prohibition, both effective from Friday.

It also noted that the company’s financial results for the first half of 2022 contained errors that overstated its financial performance. Specifically, the results showed a net profit of S$205,000, while the company was actually in a net loss position of S$890,000.

The errors were attributed to the incorrect classification of a US$300,000 withdrawal from a foreign exchange trading platform as revenue, and the omission of US$498,000 in trading losses from its financial statements.

https://www.businesstimes.com.sg/compani...ting-rules
I am not a certified financial advisor and so nothing of what I say should be construed as financial advice. Please consult a certified financial advisor for advice instead.
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#12
When exact remuneration and how the remuneration is calculated has to be disclosed transparently, scrutiny can be done. I am not sure if any OPMIs will do such detailed checks (maybe with AI, can be done?), but SGX RegCO has done so and questioned Lum Chang Creations (LCC) on their MD's pay discrepancies between the actual vs what it would be based on disclosed structure.

In LCC's response, they have admitted including non-controlling interests (NCI) portion in the PBT calculation when they shouldn't have done so. IIRC, the inclusion of NCI as part of remuneration also came up in Lian Beng (since delisted) with one ID (gov linked MP) resigning in protest. The current end result is that the LCC MD will get a 30k paycut for FY26...ouch~

RESPONSE TO QUERY FROM SINGAPORE EXCHANGE REGULATION IN RELATION TO THE COMPANY’S ANNUAL REPORT FOR THE FINANCIAL YEAR ENDED 30 JUNE 2026

We refer to the Company's annual report for the financial year ended 30 June 2026. We note on page 36 that the Managing Director's performance bonus is specified to be within 3.0% to 5.0% of profit before tax (consolidated profit before tax, after accounting for minority interests and exceptional items).

Based on the financial statements, the Group's profit before tax (“PBT”) is S$28,084,000 and its net profit attributable to non-controlling interests is S$628,000. However, Mr Lim's disclosed bonus on page 38 is S$1,443,000, which represents approximately 5.14% of PBT (or 5.26% of PBT excluding amounts attributable to non-controlling interests), exceeding the 5.0% limit. Please provide a breakdown of the components of Mr Lim's bonus and explain why it exceeds the 5.0% limit.

Following a review, the Company wishes to clarify that the above performance bonus amount of $1,404,200 was calculated based on the Group’s consolidated profit before tax (“PBT”) without accounting for minority interests. Pursuant to the Managing Director's Service Agreement, the performance bonus should be calculated based on the Group's consolidated PBT after accounting for minority interests and exceptional items.

Based on the revised calculation, the Group's PBT after accounting for minority interests and exceptional items amounts to S$27,481,807. Applying the performance bonus rate of 5.0%, the correct performance bonus amounts to S$1,374,090.

https://links.sgx.com/FileOpen/5.%20LCC%...eID=907566
I am not a certified financial advisor and so nothing of what I say should be construed as financial advice. Please consult a certified financial advisor for advice instead.
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