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SEC suspends a financial advisor and a supervisor

Bangkok, March 2, 2015 – The Securities and Exchange Commission, Thailand (SEC) suspended Capital Plus Advisory Co., Ltd., and its financial advisor supervisor, Thibdee Mangkalee, for deficiency performance in case of a company filing an application, registration statement and draft prospectus for initial public offering of shares.

The SEC’s probe found that Capital Plus Advisory and Thibdee did not exercise due care in verifying relationships between the applicant and a company in the case that the applicant had transferred all shares of such company to a third party despite various factors indicating that the transaction may not exist. This would lead to incorrect and incomplete information on related party transaction in the registration statement and thus mislead investors. Besides, they did not advise the applicant in order to comply with relevant rules and regulations, particularly on issues of related party transactions and separation of businesses among the applicant and group of parent company which have effect on shareholder rights.  

Besides, Capital Plus Advisory had jointly prepared a registration statement previously filed by this applicant. However, the SEC found the same deficiencies on issues such as related party transactions and unclear separation of businesses the applicant and group of parent company.  

Thibdee’s actions were considered as failure to comply with the Notification of the SEC Office concerning approval of financial advisor and scope of performance while Capital Plus Advisory did not put in place the operational system in accordance with professional standards. The SEC therefore imposed one year suspension on the approval granted to Capital Plus Advisory as the financial advisor, and Thibdee, as the financial advisor supervisor, starting from February 27, 2015.

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Note: In this case, the SEC did not grant IPO approval to the applicant.