According to a referral from the Stock Exchange of Thailand (SET) and the SEC’s further investigation, it was revealed that during 13 December 2022 – 30 January 2023, STARK disclosed information through the SET Electronic Listed Companies Information Disclosure (ELCID) regarding the change in the use of proceeds from its capital fundraising by allocating 5.58 billion baht to a private placement and initiating a share repurchase project. However, at the time, the total proceeds from the capital fundraising through the private placement had already been fully utilized. Furthermore, STARK lacked retained earnings or sufficient liquidity to carry out the share repurchase project as disclosed. Such act was deemed a dissemination of false information or details that could materially mislead the public and investors about STARK’s financial condition and business operation.  

At the time of the incident, Chanin held the position of President, Sathar held the position of Chief Financial Officer, Company Secretary and Director, Vonnarat held the position of Director, and Prakorn held the position of Chief Executive Officer and Director. Additionally, the SEC has filed a criminal complaint against the four persons above for colluding or getting involved in the offense related to the fabrication of STARK’s financial statements for the year 2022*. As such, the four persons above were in a position to know that the company did not have retained earnings or sufficient liquidity to carry out the share repurchase project. Furthermore, Chanin and Sathar were aware of the fact that the additional capital of 5.58 billion baht had already been fully spent, and the four persons played a role in the company’s disclosure of such information. 

The act of STARK is considered a contravention of Section 204 of the Securities and Exchange Commission B.E. 2535 (1992) (SEA), subject to the penalties under Paragraph 1 of Section 296 of the SEA. Meanwhile, Chanin, Sathar, Vonnarat and Prakorn, as responsible persons for STARK operations, ordered, acted, or omitted to order or act according to their duties, consequently causing STARK to commit an offense in the above case. They are therefore subject to the same penalties under Section 300 in conjunction with Section 240 of the SEA. The SEC has therefore filed a criminal complaint against STARK and the executives/directors with the DSI for consideration of further legal proceedings. In this regard, since the offenses in this case also constitute a predicate offense under the Anti-Money Laundering Act B.E. 2542 (1999) and related amendments, the SEC has also reported the matter to the AMLO.

Filing a criminal complaint by the SEC is only the beginning of the criminal enforcement process. As to whether any persons are offenders shall be subject to the investigation of the inquiry official, the prosecution of the public prosecutor, and the adjudication of the court of justice, respectively. In this regard, the SEC will monitor progresses in the legal proceedings and will cooperate fully with relevant agencies to support legal enforcement under the SEA after the criminal complaint has been filed. 

Mr. Anek Yooyuen, SEC Deputy Secretary-General and Spokesperson, said: “This criminal complaint is an extension of the investigation aimed at taking further action against those involved in wrongdoing, following the SEC’s previous complaint against the persons colluding or being involved in the fabrication of the 2022 financial statements of STARK. The public can rest assured that the SEC strictly enforces the law within its authority, while also continuously coordinating and monitoring progress with the DSI and relevant agencies.”  

Remark: * Related news releases 

1. SEC News No. 116/2023: SEC files a criminal complaint against 10 offenders with the DSI for falsifying STARK financial statements, making false statements in the registration statements, and acting in the manner that dishonestly deceives others, released on 6 July 2023:  https://www.sec.or.th/EN/Pages/News_Detail.aspx?SECID=10553&NewsNo=116&NewsYear=2023&Lang=EN   

2. SEC News No. 45/2024: SEC files a criminal complaint against a former director and executive of STARK with DSI for falsifying financial statements and submits the case to AMLO, released on 27 February 2024: https://www.sec.or.th/EN/Pages/News_Detail.aspx?SECID=10652&NewsNo=45&NewsYear=2024&Lang=EN