SEC urged to release details of mergers and acquisitions by listed companies
View(s):Good governance activist, Chandra Jayaratne has urged the Securities and Exchange Commission (SEC) to rlease information on mergers and acquisitions by companies listed in the Colombo Stock Exchange, directors of the companies during such mergers and other details.
In a letter titled “Seeking Public Disclosure of Critical Information for Good Governance Assurance by Listed Companies” to the Officer-in-Charge / Deputy Director General of the SEC, Mr. Jayaratne said:
“I seek professional intervention and due facilitation, in the due discharge of public accountability of yourself and your colleagues, in the publication of the under noted critical market information essential for good governance led capital market development, surveillance and effective enforcement:
1. Details of all key mergers and acquisitions by listed companies of other listed and unlisted business entities over the last 7 years, where the value of the entities subject to merger and acquisition exceeded 5% of the net asset value of the acquiring listed entity, detailing the following;
a. Names of the listed entity making the acquisition or merger
b. Name of the entity acquired or merged
c. Date of acquisition or merger
d. Whether the entity subject to acquisition or merger was a related party, associate or subsidiary company of the listed entity
e. Whether there were common directors in the acquiring company and the acquired or merged entities at the time of merger or acquisition and if so the names of these common directors
f. Whether there were any common shareholders with voting share ownership in excess of 5% of the voting shares in the acquiring company and the entity that it acquired or merged with
2. Details of all listed companies, where over the last 7 years, the effective controlling shareholding changed or where on the exceeding of 30% shareholding by related parties led to the trigger requirement for a mandatory offer was activated, detailing;
a. Names of the listed entities covered
b. Names of the parties acquiring the controlling interest
c. Directors of the listed Companies concerned at the time of the trigger or controlling interest change
d. Names of Directors after the controlling shareholding or mandatory offer shareholding became effective
e. Whether the average annual earnings per share of the entities subject to controlling shareholding change, declined in excess of 15 % post such change as compared with the period three years prior to such change
f. Whether the average annual dividends per share of the entities subject to controlling shareholding change, declined in excess of 15 % post such change as compared with the period three years prior to such change
Kindly note that my intervention is made, in a spirit of democratic engagement, in pursuit of the promotion of transparency and good governance in the capital markets of Sri Lanka.”