The founder of Mainboard-listed Trek 2000 International Limited (“Trek 2000”), Tan Henry @ Henn Tan (“Henn Tan”), has pleaded guilty to two charges under Section 203 read with Section 204 and 331 of the Securities and Futures Act (“SFA”). The charges relate to Trek 2000’s failure to disclose interested person transactions (“IPTs”) between its subsidiaries and two companies, S-Com Solutions (Hong Kong) Co Limited (“S-Com HK”) and T-Data Systems (S) Pte Ltd (“T-Data”).
Trek 2000’s subsidiaries sold and purchased products with a total value of US$2.69 million to S-Com HK in 2010 and US$12.35 million to T-Data in 2013. At the time of the sales, S-Com HK was wholly owned by Henn Tan while Henn Tan’s son held an 80% stake in T-Data.
Under rule 905(2) of the SGX Mainboard Rules, Trek 2000 was required to make an immediate announcement of the latest transaction, as well as all subsequent transactions entered into with an interested person during the financial year, if the aggregate value of all transactions entered into with that same interested person during that financial year amounts to 3% or more of the group’s latest audited net tangible assets. S-Com HK and T-Data were interested persons in relation to Trek 2000 by virtue of Henn Tan or his son’s shareholdings in the two companies. When Trek 2000’s aggregate transactions with S-Com and T-Data respectively exceeded the 3% threshold under rule 905(2) of the SGX Mainboard Rules, Trek 2000 failed to make the requisite disclosures of the IPTs in the relevant years.
Trek 2000’s failure was at least partially attributable to Henn Tan’s neglect. At all material times, Henn Tan knew of his interest in S-Com HK as well as his son’s shareholdings in T-Data. However, he failed to disclose his/his son’s shareholdings in S-Com HK and T-Data respectively to Trek 2000. He also did not take any steps to get Trek 2000 to make the necessary disclosures.
Henn Tan was sentenced to a total fine of S$80,000 for two counts of Section 203 read with Section 204 and 331 of the SFA.
Henn Tan still faces 9 charges for falsification of accounts, abetment of forgery and conspiracy to cheat Trek 2000’s auditors. Court proceedings against two other co-accused, Gurcharan Singh and Foo Kok Wah are also ongoing. The fourth accused, Poo Teng Pin, had pleaded guilty on 4 March 2020 to engaging in a conspiracy to cheat Trek 2000’s auditors by falsifying a US$3.2 million sale, falsification of accounts offences in FY2015 and non-disclosure of IPTs in FY2011 and was sentenced to a total of 9 months’ imprisonment and a fine of S$20,000.
Source: Singapore Police Force