Following POLAR shareholders? complaints and the SEC's further investigation, it was found that POLAR, led by Yanakorn as director and chief executive officer and Poonsak as director and chief financial officer, failed to report to the Stock Exchange of Thailand (SET) and the SEC that the company had been filed for bankruptcy by its creditors on 8 May 2017 and later became under the Court's receivership on 3 August 2017.

Such material facts were subject to public disclosure within a reasonable timeframe after the issuing date of the Court's order of receivership; however, POLAR did not disclose such material facts until they became known to the SET. Consequently, the SET instructed POLAR to make a public disclosure on 9 August 2017. 

Considering the aforesaid behavior in conjunction with similar delayed disclosure in other cases, it was apparent that POLAR had an intention to conceal material facts from the public; when the company filed a petition for business rehabilitation on 9 May 2017, it failed to notify the SET on the same day as required and only did so 35 days later.

In addition, when the company submitted a request for withdrawal of the rehabilitation petition on 7 July 2017 ? the Central Bankruptcy Court granted the withdrawal on 12 July 2017 ? POLAR failed to publicly notify such fact within the submission date of the request and was 25 days late in complying with such disclosure rule.  

POLAR's action under the responsibility of Yanakorn and Poonsak was an offence on the ground of concealing material facts that should have been disclosed under Section 281/10 in conjunction with Section 57 of the Securities and Exchange Act B.E. 2535 (1992), as amended by the Securities and Exchange Act (No. 5) B.E. 2559 (2016), and thus liable to the imposition of civil sanctions under Paragraph 2 of Section 317/11 of the Securities and Exchange Act.
 
The Civil Sanction Committee has considered it is appropriate to enforce a civil sanction against the three offenders to whom the SEC notified of such sanction; however, they refused to pay the civil penalty. Consequently, the SEC forwarded the case for the public attorney to bring a further legal action in the Civil Court. In this regard, a petition will be submitted to the Court seeking an order of a 2-million-baht civil penalty on each offender or 6 million baht in total in addition to the reimbursement of 102,132 baht for the investigative expenses. In addition, both POLAR executives have been barred from holding the director position at any issuing or securities company for 10 years each.
 
Apart from the civil sanction, the SEC is questioning the existence of the debt that Tangerine Properties Co., Ltd., a POLAR subsidiary, owes to Simba Co., Ltd. Earlier, the SEC ordered POLAR to conduct a special audit on such debt and requested the receivership authority to ensure that the assets of Tangerine Properties would not be transferred wrongfully before completion of the investigation.

In addition, the SEC has sent a letter urging Tangerine Properties directors and executives to perform duties responsibly with due care and integrity. Failure to do so may incur damage to Tangerine Properties assets, which may be liable to an offence and consequently criminal punishment. If other actions of POLAR executives are found to be liable to any offence under the Securities and Exchange Act, the SEC shall take legal action strictly in due course. 
 

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