NUMANS Provides Additional Details on Auditor Switch and FY2025 Results Delay; Sets New Controls and FY2026 Audit Timetable

Bulletin Express
Jul 09

Numans Health Food Holdings Company Limited (NUMANS, 02530) released a supplemental announcement elaborating on its March–April 2026 notices regarding the replacement of its external auditor, the delay in publishing FY2025 results and annual report, and the ensuing trading suspension.

Key points are as follows:

1. Original FY2025 Audit Timetable and Breakdown • Crowe was appointed auditor in September 2025 and outlined a timetable targeting a results announcement by 30 March 2026. • Fieldwork in mainland China and Hong Kong was scheduled for 24 November 2025 and 8 December 2025, respectively, with completion by 6 February 2026. • Manager, partner and technical reviews were slated for 20 February–12 March 2026, with the first draft auditor’s report expected on 12 March 2026. • On or around 10 February 2026, Crowe advised that the audit would require more resources and sought a fee increase, rendering the original timetable unworkable.

2. Timeline of Communications and Decision-Making • 10–24 February 2026: Board and management held repeated discussions with Crowe after learning of possible delays and higher fees. • 24 February 2026: Crowe formally submitted its fee-increase request. • 27 February 2026: The Audit Committee met Crowe, then separately consulted former auditor Forvis Mazars on an alternative timetable. • 28 February 2026: The Audit Committee resolved to recommend appointing Forvis Mazars, citing Crowe’s higher fees, lack of timetable commitment, and Mazars’ familiarity with the Group’s 2024 opening balances. • 2 March 2026: The Board endorsed the change, and the Company declined Crowe’s revised fee proposal. Forvis Mazars subsequently completed the FY2025 audit, enabling publication of annual results on 30 April 2026.

3. Contributing Factors to Delay • Two key finance personnel departed in 2025, requiring handovers that consumed additional time. • Concurrent new-product launches and the introduction of a bonded-zone customs-declaration process diverted finance and operational staff from audit preparations. • Crowe’s request for a substantial fee increment and the timing of the Chinese New Year holiday further compressed the schedule.

4. Internal Control Review and Remedial Measures The Board and Audit Committee identified gaps in financial management, audit-timetable oversight, and communication protocols. Actions now in force include: a) Adoption of an enhanced Financial Reporting and Internal Control Policy mandating monthly subsidiary accounts within 15 days of month-end and quarterly consolidated management accounts within 30 days of quarter-end. b) Formal succession planning and handover procedures for key finance roles. c) Early audit-planning engagement with auditors and an escalation mechanism for any potential audit delays. d) Monthly joint meetings of the Board and Audit Committee from November each year to monitor audit progress. e) Periodic independent internal-control reviews focusing next on the investment and financial-reporting cycles.

5. FY2026 Audit Timetable with Forvis Mazars • Pre-year-end planning and fieldwork: November 2026. • Year-end fieldwork: January 2027. • Completion target: mid-March 2027. • Planned publication of FY2026 results: March 2027.

The Board and Audit Committee assert that, following the remedial steps and ongoing monitoring, the company’s financial-reporting processes and internal controls remain “adequate and effective.” All other details in earlier announcements remain unchanged.

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