I sent an email to the ASX about EVM.
Response below. Take it as you will.
ENVIROMISSION LIMITED (“EVM”)
ASX refers to your email dated 23 May 2017 enquiring about the status of the suspension of EVM’s securities from quotation and raising concerns about the level of disclosure made to the market by EVM about its suspension.
ASX has been and continues to monitor EVM’s circumstances, and has recently been communicating with EVM about the status of the suspension of its securities from quotation. I can advise that in response to those discussions, ASX expects that EVM will soon make a further announcement regarding the state of its affairs.
Please note that ASX, as a licensed market operator, is subject to certain confidentiality obligations and to this end is restricted in the information it can disclose to third parties, including a listed entity’s shareholders. Ultimately, while ASX may at times prompt or require an entity to make disclosures to the market, it is the entity’s obligation to keep the market and its shareholders informed about the state of its affairs, and I ask that you continue to monitor ASX’s Market Announcements Platform for further releases regarding EVM.
However, I have detailed some information below in response to your enquiry.
Suspension of EVM’s securities from quotation
As you are aware, EVM’s securities continue to be suspended from quotation following ASX enquiring about a number of operational and financial matters, and EVM’s compliance with listing rules 12.1 and 12.2, regarding an entity having a sufficient level of operations and adequate financial condition to warrant the continued quotation of its securities, respectively.
EVM’s market update released on the ASX Market Announcements Platform on Monday, 27 March 2017 addresses a number of the matters regarding the suspension of EVM’s securities from official quotation.
In respect of how long an ASX listed entity is permitted to remain listed while its securities are suspended from official quotation, ASX’s policy (detailed in section 3.4 of ASX Listing Rules Guidance Note 33 Removal of Entities from the ASX Official List) is to remove an entity from the official list of ASX if its securities are suspended for a continuous period of 3 years. During a period of suspension, ASX requires a listed entity to continue to comply with the ASX listing rules (listing rule 18.6), including in respect of its continuous disclosure obligations.
EVM’s securities were suspended from official quotation on 13 May 2017. Accordingly, EVM would be removed from the official list of ASX if its securities remain continuously suspended until 13 May 2020.
ASX Compliance Pty Limited Level 40, Central Park
www.asx.com.au
ABN 26 087 780 489 152-158 St Georges Terrace Customer service 13 12 79 Perth WA 6000
ASX requires long term suspended entities to confirm its compliance with listing rules 12.1 and 12.2 before its securities are reinstated to official quotation. EVM is required to make submissions to the satisfaction of ASX about its compliance with listing rules 12.1 and 12.2 before its securities may be reinstated.
Level of disclosure by EVM
ASX can only investigate and take action in relation to breaches of the ASX listing rules. The matter of an entity’s compliance with the continuous disclosure obligations of the listing rules is a matter within ASX’s jurisdiction. As noted above, ASX is monitoring EVM’s circumstances and its compliance with the listing rules, and has and will continue to make enquiries of EVM to ensure that the market remains informed about the state of its affairs.
The matter of continuous disclosure is also regulated by the Australian Securities and Investments Commission (“ASIC”) under the Corporations Act 2001 (Cth) and you may also wish to pursue this matter with ASIC (see below for further information).
Trading EVM securities
While EVM’s securities remain suspended from quotation on ASX, it is not possible to conduct on-market trades. The suspension however does not affect the ability of a shareholder to conduct an off-market trade with another party.
Legal action
ASX does not initiate legal action against a listed entity on behalf of shareholders and is not able to give advice or guidance on such a course of action.
Regulatory investigation and action
Further to the above, ASX regularly reviews the conduct of listed entities to determine whether an entity has committed a significant breach of the listing rules. Where a significant breach is identified, ASX is required by law to refer the breach to ASIC, so that ASIC can then consider whether or not it wishes to take criminal or other regulatory action in relation to the breach.
Under a protocol agreed with ASIC, ASX is required to keep information about such referrals strictly confidential. Accordingly, we will not be able to tell you if we refer the issues you have raised regarding EVM to ASIC or about any action that ASIC may be taking in response. You should note that if we are obliged to refer this matter to ASIC, we may have to pass across to ASIC your personal details, as well as the other information that you have provided to us about these matters.
If ASX finds that a listed entity has breached the listing rules, in addition to referring the matter to ASIC, it may take action of its own accord to redress that breach. Sometimes that action will be made public through market announcements by ASX or by the entity. Other times, it may not be made public.
Further information about the types of action that ASX may take against a listed entity for breaching the Listing Rules is available on our website at:
http://www.asx.com.au/documents/about/listing-rules-enforcement.pdf
It is our usual policy, for legal and regulatory reasons, not to notify an informant who raises with us a possible breach of the listing rules of the outcome of our enquiries into the matter. If the matter is to be dealt with publicly, a market announcement will be made in due course so that the entire market is aware of the way in which it has been dealt with.
Accordingly, if you do not see a market announcement about the issues you have raised, you should assume either that our enquiries have concluded that there was no breach of the listing rules or, if there was, it has been dealt with to our satisfaction on a confidential basis. ASX takes its obligation to monitor and enforce the listing rules very seriously and if we do find that EVM has breached its obligations under the listing rules, we will take appropriate action against it.
As noted above, you may also wish to pursue these matters with ASIC. More information about the types of matters that fall within ASX’s jurisdiction and those that fall within ASIC’s jurisdiction can be found it on our website at:
http://www.asx.com.au/documents/about/corporations-act-vs-listing-rules-matters.pdf
ASX would be happy to pass your online report to ASIC for its attention. If you would like us to do this, please let us know. However, it would be better from your perspective if you were to raise your concerns directly with ASIC using its online complaint service. This will ensure that the complaint is logged in your name and that ASIC can communicate directly with you about the complaint.
You can access the ASIC complaint service at:
http://www.asic.gov.au/about-asic/contact-us/how-to-complain/
