THE SECURITIES INDUSTRY ACT, 1995 FINANCIAL REPORT FILING OBLIGATIONS OF LISTED COMPANIES
The Trinidad & Tobago Securities & Exchange Commission reminds companies listed on the Trinidad and Tobago Stock Exchange, that in accordance with the Securities Industry Act, 1995, they are required to file a’ copy of their comparative financial statements with the Commission within 90days of their financial year-end. The Act also requires that each Listed Company file an interim financial statement for its half-year, within 2 months of the end of said period, and an Annual Report within 4 months of its financial year-end. The Annual Report must be despatched simultaneously to the company’s security holders.
The filing of these documents is fundamental to the Commission’s supervision and regulation of the securities market, an4 because the documents when filed, become available for review and examination by the companies’ security holders and other members of the public, it also ensures that those persons are provided with the relevant information required to make appropriate investment decisions. The requirement that the Commission ensure the timely availability and public dissemination of such critical information is also one of the fundamental purposes of the Commission. ‘
The Annual Report of a Listed Company presents not only the financial condition and operations of that company, but also usually includes management’s analyses and reviews of the company’s operations, and in accordance with Stock Exchange Listing Requirements, information on the amount of the company’s shares held by its Substantial Shareholders (persons holding 5% and more of the issued capital) and Directors. This information Is needed by investors when managing their portfolios, and specifically when determining whether to get into or out of a security or to vary their holdings of the particular security. Accordingly, it is important that these documents be filed with the Commission, and thereby made available to the public, on a timely basis.
The Commission has no intention of going easy on late filers. On the contrary, the Commission is moving towards imposing penalties against those Listed Companies which do not comply with the Act’s report filing provisions. Whereas previously, the Commission would have encouraged compliance through moral suasion, we are now of the view that given the increasing sophistication of the local securities market, it is imperative that the provisions of the Act be enforced to ensure that persons holding the securities of Listed Companies are provided with access to accurate and complete financial information on a timely basis. Listed Companies, therefore, must comply with their continuous disclosure obligations, specifically their financial reporting obligations, and provide their security holders and other members of the investing public with the required financial information within the prescribed time period.
Whereas the Securities Industry Act prescribes a maximum penalty of $50,000 for persons not filing the specified documents within the specified time period, the Act also allows the Commission, in such circumstances, and where the Commission is of the view that such a situation compromises the public interest, to suspend trading in the securities of that company until such time as the required information is made available ‘to the general public.
July 10th 2003