KWG Group Holdings Limited (1813) and six current directors, alongside a former company secretary, faced disciplinary sanctions from The Stock Exchange of Hong Kong Limited. The Exchange censured the company and relevant individuals for failing to dispatch an information circular within the required timeline and persistently failing to respond to the Exchange’s enquiries.

The company’s circular, related to two major transactions, was due to shareholders within 15 business days. Despite two granted extensions, the company did not meet the extended deadline and made a third request that was subsequently rejected. Multiple written reminders and enquiries from the Exchange in 2024 also went unanswered within the required timeframe.

The Exchange determined that the directors did not exercise sufficient oversight and diligence, particularly in supervising the delegate responsible for preparing and dispatching the circular and ensuring timely responses to regulatory enquiries. The former company secretary, who also served as an authorized representative, did not bring the Exchange’s rejection of the waiver application or the outstanding queries to the board’s attention.

After a 16-month delay, on 24 April 2025, the circular was finally dispatched. The parties admitted their breaches and have taken remedial steps, including resignations of certain authorized representatives, enhancement of internal controls, and provisioning of additional training on Listing Rule requirements.

The Listing Committee imposed censures and directed each of the relevant directors and the former company secretary to complete 18 hours of training on regulatory and legal topics, encompassing directors’ duties, corporate governance, and Listing Rule compliance. The Exchange confirmed that these sanctions and directions apply only to the cited parties and not to any other individuals of the company.