According to the referral from the Stock Exchange of Thailand (SET) and the SEC’s further investigation, (1) Polyplex Corporation Limited (PCL), which directly holds 16.5 percent of PTL shares and another 34.5 percent indirectly through Polyplex (Asia) Pte. Ltd. (PAPL), (2) Mr. Pranay Kothari, PCL Representative, (3) Mr. Manish Gupta, PCL Chief Financial Officer, (4) PAPL, and (5) Mr. Amit Prakash, Managing Director of PTL and PAPL Director, acquired the information related to PTL’s operating results in the financial statements of specific businesses and the consolidated financial statements for the fourth quarter of 2016 (during 1 January – 31 March 2016)* through the monthly statements of January and February 2016**. The financial statements of specific businesses showed earnings of 98.26 million baht, compared with the loss of 107.44 million baht in the preceding quarter, while the consolidated financial statements showed the total earnings of 464.39 million baht, the highest record since 2013, as opposed to the total loss of 111.32 million baht in the preceding quarter. Based on such non-public information, the persons above purchased 7,940,100 PTL shares from the trading account of PAPL during 1 April 2016 - 4 May 2016. In so doing, (6) Mrs. Supritha Pai Kasturi, Senior Manager of PTL Finance and Accounting Department, helped to execute the PTL purchase orders before the inside information was disclosed to the public through the SET Information Transmission System on 30 May 2016.

The SEC investigation also revealed that (7) Mr. Anurag Baheti, Senior Manager of PTL Finance and Accounting Department, who had acquired the company’s information on the positive operating results in the financial statements of specific businesses for the fourth quarter of 2016 through the monthly statements for January and February 2016, purchased PTL shares through his own trading account on 11 and 17 March 2016 at the total amount of 200,000 shares and colluded with (8) Mr. Rahul Jain, who was not an insider, to purchase 258,200 PTL shares through Rahul’s securities trading account on 17 March 2016. Moreover, Anurag used the information regarding PTL’s operating results in the consolidated financial statements for the fourth quarter of 2016 to purchase PTL shares through Rahul’s trading account on 23, 24, 26 and 27 May 2016 at the total amount of 465,000 shares.

The use of material facts that influenced changes to securities price to purchase PTL shares by (1) PCL, (2) Pranay, (3) Manish, (4) PAPL, (5) Amit and (7) Anurag caused the said persons to be deemed the principal to the commission of offense under Section 241 and liable to the penalties under Section 296 of the Securities and Exchange Act B.E. 2535 (1992), which was effective at the time of the offenses. Currently, the said offenses are under Section 242 and subject to the penalties under Section 296 and Section 296/2 of the Securities and Exchange Act (No. 5) B.E. 2559 (2016). Supritha and Rahul were deemed assistant and supporter to the commission of the offenses and subject to the penalties in conjunction with Section 86 of the Penal Code.

The Civil Sanction Committee has resolved to instruct the SEC to impose civil sanction on the eight offenders. In this regard, (1) PCL, (2) Pranay, (3) Manish and (5) Amit were ordered to pay a separate civil penalty of 500,000 baht while (4) PAPL was ordered to pay a civil penalty and return the benefits earned from the commission of the offenses at the total amount of 50,603,066.50 baht, (6) Supritha was ordered to pay a civil penalty of 333,333.33 baht, (7) Anurag was ordered to pay a civil penalty and return the benefits earned from the commission of the offenses at the total amount of 2,982,300.50 baht, and (8) Rahul was ordered to pay a civil penalty of 775,153.67 baht. If any of the offenders refuses to comply with the civil sanction imposed by the Civil Sanction Committee, the SEC shall submit a letter requesting the public attorney to file the case with the Civil Court for payment of the highest civil penalty specified by law and return of the benefits received from the commission of the offenses.

Due to the Civil Sanction Committee’s imposition of civil sanction, the six ordinary persons above, namely (2) Pranay, (3) Manish, (5) Amit, (6) Supritha, (7) Anurag and (8) Rahul were deemed to possess untrustworthy characteristics and prohibited from holding the positions of director or executive of any securities issuing company and listed company pursuant to the Notification of the Securities and Exchange Commission. *** In this regard, further action shall be taken in due course. In the case of (2) Pranay, (3) Manish, (5) Amit, (6) Supritha, and (7) Anurag, who are currently directors and executives, they must vacate the positions as from the date specified in the SEC letter to be issued to notify their possession of the untrustworthy characteristics.

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* PTL financial year 2016 begins on 1 April 2015.

** The financial statements of PTL and its subsidiaries manufacturing products, material to PTL’s financial operating results.

*** The untrustworthy characteristics leading to removal of persons from director/executive positions at securities issuing companies and listed companies are prescribed under Clause 3(2), Clause 5(2) and Clause 6(2) of the Notification of the Securities and Exchange Commission No. Kor Jor. 3/2560 Re: Determination of Untrustworthy Characteristics of Company Directors and Executives dated 23 January 2017.