Tuesday, April 21, 2015

Who controls the veracity of the listing particulars? – Business Week

MORE ABOUT THE BACKGROUND: “Suspicions of economic crime in Swedish multi-billion dollar company”

There will be German Renell Wertpapierhandelsbank to help Swedish Trig Social Media to get to the Frankfurt Stock Exchange. They also appointed to the Company’s market maker or liquidity provider.

“Renell is well aware of the social media sector and act as market maker for including Facebook share,” the company said in a press release.

The summer of 2014 was offered to existing shareholders Trig Media Group, which was previously listed on the Stock Market, to buy shares in the company formed a listing on the Frankfurt Stock Exchange, Trig Social Media. For every 650 or so shares in Trig Media Group did they buy one new share for 0.4 euros. In this way, got Trig Social Media in just under EUR 2.5 million in new equity, and according to the company on ownership concentration was required.

But the spread of ownership, as in the Prospectus looks to fulfill the Frankfurt Stock Exchange’s requirement that at least 25 percent of the shares will be traded to the public (so-called free-float), and therefore not owned by large owners or institutions, is unclear.

The requirement for a 25 percent ownership concentration is to ensure that the shares are liquidated, the course can not be manipulated and that it reflects a real market value.

Publisher’s audit shows that there are links between three of the major companies that make up the vast majority of free-float and Trig Social Media or its principal owner Phillip Cook .

The clearest links are to Social Media Investments Limited as per the prospectus account for 4.8 percentage points of the 25 percent that will form the free-float. It is Phillip Cook a private company registered in the United Arab Emirates.

It is through this company, he is the majority owner of Trig Media Group, which in turn is the main owner of Trig Social Media. Already there meets Trig Social Media is no longer the Frankfurt Stock Exchange requirements.

In two of the other new holding companies, Waylander Management Ltd and Castleview Support Services Ltd, are also connections to Anthony Norman , Chairman of the Board in Trig Social Media, and Phillip Cook, CEO and major shareholder of the same company. The companies were formed August 11, 2014, a month before Trig Social Media was listed on the Frankfurt Stock Exchange. They have the same address in England and the same president. The CEO is the only executive in the otherwise empty companies.

The same president also sits on the Board of Social Media Investments AB, where Phillip Cook today is a director but a past chairman and Anthony Norman, who previously CEO today is delgivningsbar person. Social Media Investments AB have the address Vikdalsgränd 10b in Nacka, where Trig Social Media and many others by Phillip Cook and Anthony Norman’s corporate headquarters.

In addition, two company, Nordic Company and Southern Company Ltd., that will manage the personnel options.

The spread of the shares of Trig Social Media as at the listing consisted of 442 shareholders, which came via the issue last summer, seems correct. They represented 2.4 per cent of the shares.

Renell Bank bears a responsibility towards the Frankfurt Stock Exchange. VA contacting Carsten Schmitt , who works at Renells corporate finance department with IPOs, and who worked with the listing of Trig Social Media.
“Our mission is to communicate with the Frankfurt Stock Exchange, check the documentation and conduct a financial and legal due diligence, “he says.

But the question of who specifically checked the example of ownership in Trig Social Media’s prospectus, he replies:
” There is a shared responsibility of all three actors involved to ensure that these requirements are met. We have no reason to doubt the information we received from the other advisors or in the prospectus. “

One of the other advisers are Peter Löhr Redwise Advokatfirma.
“I advised Trig Social Media in the establishment of a prospectus, but most of the work done by their own lawyer Lars Hellewig. I checked that everything was included, assessed risks. More of a supervisory function, “said Peter Löhr to Business Week.

But who was responsible for checking that public ownership requirement was fulfilled?
” We looked at all of them but ultimately it is Frankfurt Stock Exchange who takes the decision, “said Peter Löhr.

But Liticia Adam , spokeswoman at the Frankfurt Stock Exchange, says that they are primarily looking at that all documentation is in place and that the prospectus approved by the German Federal Financial Supervisory Authority, BaFin, a requirement for EU regulated markets.

“We do not control what is behind,” she clarifies.

Frankfurt Stock Exchange then set great faith in the BaFin or Financial Supervisory Authority, which became engaged in this case because the company is Swedish.

But neither the Financial Supervisory Authority verifies the accuracy of the information.

“We should not check or verify the information, we have no mandate to do it. Our task is to verify that the prospectus complies with the legal requirements set by the EU. The information should be coherent and understandable. These requirements are met, we will approve the prospectus, “says Fredrik Elmberg the FSA.

But did not you go to the company’s history from AktieTorget?
” Well, I knew the history but there is no basis for denial. “

Even Mattias Celind , Chartered Accountant at PwC in Uddevalla, have verified the contents of the prospectus in its entirety.
” PwC The mission was to review by the Company prepared proforma available on pages 54-55 in the prospectus. We did not have a mandate to review the prospectus in general, “he says to Business Week.

Mattias Celind was auditor of the company after many name changes and tangled affairs became Trig Media Group during the summer of 2013. He then became even elected auditor of the company on the Frankfurt Stock Exchange, Trig Social Media, and the subsidiary Trig Entertainment. On Monday resigned PwC from all three assignments prematurely after a review that questioned the entire operation.

Even Mangold Fondkommission is mentioned as an advisor in the prospectus, but is not one of the three main players.

Publisher’s investigation therefore shows that neither the authorities or advisors in the prospectus want to take responsibility for it is their task to check that at least 25 percent of the shares actually available for trading.

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