Indonesian Regulator Slaps Record Fines On Ancora and Subsidiary
Aditya Wikrama | September 12, 2009
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The capital market regulator fined Ancora Resources and a subsidiary a total of Rp 1 billion ($101,000) on Friday after it found the firms had flouted market regulations regarding a rights issue and stacked a shareholders meeting.
The fines were the largest penalties imposed on listed companies in recent years for a breach of market regulations.
“They’re being fined as they have violated a number of market regulations,” Robinson Simbolon, the head of the Capital Market and Financial Institutions Supervisory Agency (Bapepam-LK)’s legal affairs bureau, said on Friday.
At issue was a rights issue whereby Ancora Resources took a controlling stake in a supposedly nonaffiliated company, TD Resources.
Ancora Resources was fined Rp 500 million, the maximum fine allowed under Bapepam regulations. The regulator ruled that representatives of parent company Ancora Resources and six other affiliated companies voted at a shareholders meeting in September 2008 to approve a rights issue by TD Resources. Ancora Resources later became the standby buyer for TD Resources — meaning they would buy any unwanted shares — and ended up acquiring an 85 percent stake in the company. The company was then renamed Ancora Indonesia Resources.
Under the regulations, representatives of affiliated firms were not allowed to vote at the extraordinary shareholders meeting in September 2008. Only minority and nonaffiliated shareholders could approve the rights issue.
In fact, seven affiliates of Ancora Resources voted in favor of the TD Resources’ rights issue, an investigation by Bapepam found.
Ancora Indonesia Resources raised Rp 141 billion ($14.2 million) through the rights issue. The proceeds were used to buy a 40 percent stake in explosives producer PT Multi Nitrotama Kimia .
Bapepam also fined Ancora Resources another Rp 381 million for being late in informing the regulator of the rights issue.
The new company, Ancora Indonesia Resources, was fined Rp 200 million for administrative violations in the registration and purchase of PT Multi Nitrotama Kimia from Ancora Mining Resources on October 2008. Bapepam ruled that the firm had failed to comply with accounting standards.
Ancora Indonesia Resources president director Usman Darus declined to comment and denied having received a formal notification from Bapepam about its decision. “Perhaps it would be better if we wait until there’s a formal announcement from Bapepam,” Usman said late on Friday.
Robinson said Bapepam had sent a fax to Ancora notifying it of its decision on Thursday.
Bap e pam began investigating the rights issue in August, with the regulator suspecting that it was conducted unfairly, and may have diluted the value of shares held by minority shareholders, who could have benefited from the higher price resulting from a takeover of TD Resources through a tender offer.
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