Wednesday, May 30, 2012

TMS: Insider movement went without being reported

While looking at the the insider report for TMS, I noticed something amiss. There were transactions by substantial shareholders during the period between 6 May 2011 and 30 April 2012 not reported.

Look at the 3 names - Baron Capitals Partners Sdn Bhd, REC Capital Sdn Bhd and Sahaal Power and Projects (Malaysia) Sdn Bhd in which each of them owned more than 5% of TMS shares. Hence, they are considered to be substantial shareholders. As at 30 April 2012, these 3 companies do not hold shares in TMS anymore.

I am reproducing the list of Substantial Shareholdings announced by TMS over the last 12 months in 4 pages.

No report of disposal by the 3 companies mentioned above
Note that these may not be the fault of the company secretary or directors of TMS as they may not know of the trade. The onus to report this actually relies on the shareholders and I think these shareholders probably do not bother as they have other bigger problems (check Linear). The only thing I can say is that TMS was in a mess as they could not identify who their shareholders were at one point of time.
Rules under Securities Industry 1995
ii) Who are deemed to be a substantial shareholder? A person can be a substantial shareholder of any public company, whether listed on an exchange or not. A substantial shareholder is a person:
  • who has an interest of 5% or more of the aggregate (total) voting shares in a company;
  • who is deemed to have an interest in a share where a body corporate has an interest in a share and a body corporate is, or its directors are accustomed or under obligations whether formally or informally to act in accordance with the directions, instructions or wishes of that person to that share.

iii) What is the timeframe given for a person who becomes a substantial shareholder to notify the SC? A person must notify the SC within 7 days of becoming a substantial shareholder (acquiring 5% or more of the aggregate voting shares in a company).

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