ASA Resources delists from London

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Tawanda Musarurwa
HARARE – Troubled mining group Asa Resource Group Plc (formerly Mwana Africa) has had its shares cancelled from trading on the London exchange

In July last year, the group’s shares on the same market were suspended after significant funds were allegedly remitted from operating subsidiaries in Zimbabwe (namely Falcon Gold Mine and the Bindura Nickel Mine) and not properly accounted for.

It is claimed that the funds were remitted to the Chinese majority shareholder’s entities in Hong Kong. The entities may be linked to now sacked directors Mr Yat Hoi Ning (chief executive officer) and Mr Yim Kwan (finance director).

It seems things have just got worse for ASA, with its listing on the lucrative equities market now cancelled.

According to an AIM notice dated 29/01/2018:

“Pursuant to AIM Rule 41 the following securities have been cancelled from trading on AIM with effect from the time and date of this notice.”

Rule 41 of the AIM Rules sets out the procedure for delisting. In summary, a company that wishes to cancel the right of any of its trading securities mus (i) notify the market through a regulatory information service of the proposed cancellation date; (ii) notify the London Stock Exchange of its intended cancellation and its reasons for cancellation including its preferred cancellation date; and (iii) obtain shareholder approval.

All things being equal, any cancellation of a company’s securities on AIM will be conditional upon seeking shareholder approval in general meeting of not less than 75 percent of votes cast by its shareholders present and voting (in person or by proxy) at the meeting.

The notification to shareholders should set out the preferred date of cancellation, the reasons for seeking the cancellation (for example annual fees to the Exchange, the cost of maintaining a nominated adviser and broker, professional costs, corporate governance compliance,  inability to access funds on the market), a description of how shareholders will be able to effect transactions in the AIM securities once they have been cancelled and any other matters relevant to shareholders reaching an informed decision upon the issue of the cancellation.

And cancellation will not take effect until at least five business days after the shareholder approval is obtained and a dealing notice has been issued by the Exchange.

Strangely, Asa Resource Group has not been notifying its shareholders on the delisting, and there has been no communication on whether shareholders approved the delisting.

But according to One Advisory Group, “it should be noted that there are circumstances where the Exchange may agree that shareholder consent is not required for the cancellation of admission of a company’s shares, for example (i) where comparable dealing facilities on an EU regulated market or AIM designated market are put in place to enable shareholders to trade their AIM securities in the future or (ii) where, pursuant to a takeover which has become wholly unconditional, an offeror has received valid acceptances in excess of 75 percent of each class of AIM securities.  The company’s Nominated Adviser will liaise with the Exchange to secure a dispensation if relevant.”

The current ASA board is headed by David Murangari, with Toindepi Muganyi being the interim CEO.

But the deposed directors appear to be in a play to return to the helm of the company and dispose the present board through an offer from investment company Rich Pro Investments (RPI) to acquire ASA at 2.1p per ordinary share in cash.

RPI I owned by Feng Hailiang, but is allegedly linked with Yat Hoi Ning.

And the ASA board has expressed that it “did not receive the level of assurances it was seeking regarding the areas of concern which it raised with RPI.”

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