General Secretariat of Committees for Resolution of Securities Disputes Announces Conviction and Penalties for Themar Development Holding Co Board Members

Al-Marsad newspaper: The General Secretariat of the Committees for Resolution of Securities Disputes announced the issuance of the decision of the Appeal Committee in Securities Disputes, peremptory No. (2870/LS/2023) of 1444 AH, dated 10/17/1444 AH, corresponding to 05/07/2023 AD, in the case The public prosecution instituted by the Public Prosecution (and referred to it by the Capital Market Authority) against a number of members of the board of directors of Themar Development Holding Company (Themar) (the “company”), the former managing director of the company, and one of the employees of the company’s former external auditor.

Violation

The operative part of the decision ended with convicting the aforementioned of violating paragraph (a) of Article 49 of the Capital Market Law, because they – each according to his position – proved incorrect information in the financial statements that affected the company’s assets and showed its financial statements untrue, and created An incorrect and misleading impression regarding the value of the securities belonging to (Themar) Company, which resulted in inflating the net profit for the initial financial period ending on 03/31/2015, and the annual financial period ending on 12/31/2015, which included recording the value of profits from selling investments in associate companies by an amount (35,000,000) riyals and prove it incorrectly.

The decision also included the conviction of Sari bin Ibrahim bin Abdul Karim Al-Mayouf for violating Article 7 of the Market Conduct Regulations and Paragraph (b) of Article 211 of the Companies Law, for deliberately doing an act that created an incorrect and misleading impression with the aim of affecting the value of the company’s security, through His responsibility for what was included in his statement contained in the advertisement published on the (Tadawul) website on 31/03/2015 AD, in which he confirmed that the process of selling and transferring the shares belonging to the company in Thimar Wasmi Agricultural Markets Company is consistent with the company’s strategy, and that he concealed essential information regarding the sale of that process Shares, and also for using the company’s money against its interests to achieve personal purposes, by receiving a bank transfer of the amount of (1,500,000) riyals from the account of an external party, which the company had previously transferred that amount from its account to that party without providing a legal justification for obtaining that amount, In addition to receiving an amount of (6,049,480) riyals as a reward for the profit achieved for the fiscal years 2014 and 2015, part of which was the profit achieved from the contract.

The decision included imposing a number of penalties on them. According to the following detail:

First: Sari bin Ibrahim bin Abdul Karim Al-Mayouf:

1- Imposing a fine on him in the amount of (2,300,000) two million three hundred thousand riyals.

2- Preventing him from working in companies whose shares are traded in the Saudi Stock Exchange for a period of ten years.

Second: Mutaib bin Saif bin Abdullah Al-Saif:

1- Imposing a fine on him in the amount of (200,000) two hundred thousand riyals.

2- Preventing him from working in companies whose shares are traded in the Saudi Stock Exchange for a period of two years.

Third: Naglaa Bint Fahd Bin Muhammad Abunayyan:

1- Imposing a fine on her in the amount of (200,000) two hundred thousand riyals.

2- Preventing her from working in companies whose shares are traded in the Saudi Stock Exchange for a period of two years.

Fourth: Abdulaziz bin Ahmed bin Abdullah Al-Ghanim:

1- Imposing a fine on him in the amount of (200,000) two hundred thousand riyals.

2- Preventing him from working in companies whose shares are traded in the Saudi Stock Exchange for a period of two years.

Fifth: Ashraf Abdul Halim Abdulaziz Afifi:

1- Imposing a fine on him in the amount of (100,000) one hundred thousand riyals.

2- Preventing him from working in companies whose shares are traded in the Saudi Stock Exchange for a period of five years.

3- Preventing him from providing legal accounting work for authorized persons or any issuer of securities or intending to issue them for a period of ten years.

Sixth: Ibrahim bin Abdul Karim bin Ibrahim Al-Mayouf:

1- Imposing a fine on him in the amount of (200,000) two hundred thousand riyals.

2- Preventing him from working in companies whose shares are traded in the Saudi Stock Exchange for a period of five years.

Seventh: Abdullah bin Abdulrahman bin Fahd Al-Hamoudi:

1- Imposing a fine on him in the amount of (200,000) two hundred thousand riyals.

2- Preventing him from working in companies whose shares are traded in the Saudi Stock Exchange for a period of two years.