Namibian Stock Exchange (NSX) says it had no choice, but to suspend Trustco Group Holdings, the dual-listed company after it lost its active status on Monday on the Johannesburg Stock Exchange (JSE), where it was primarily listed.
“Any company that is listed on more than one exchange must fully comply with the legal and listing requirements of all the countries and their respective exchanges that it is listed in. Complying with the regulations of only one of the countries or exchanges is not sufficient. By virtue of being suspended on the primary exchange (JSE), Trustco’s shares are automatically suspended on the NSX,” said the bourse on Tuesday.
The local stock exchange said although the primary listing takes precedence in the enforcement of any listing’s requirements ahead of the exchange on which the secondary listing resides, the NSX reserves the right to instruct the issuer to comply with certain specific sections of, or in full with, the Listings Requirements, where it determines such requirements to be in the interest of shareholders.
“Each company comprising the Dual-Listed Companies (DLC) structure will be required to comply with all continuing obligations provided that in the event of a conflict in the requirements of the relevant exchanges the most stringent requirements must be complied with. This includes the Code of Corporate Practices and Conduct, which will apply to directors of any board or committee and relevant employees of the DLC structure, as well as the directors of each company comprising the DLC structure.”
The pronouncement by the NSX comes as the JSE suspended trading of Trustco shares amid accusations that the diversified company wasn’t properly complying with accounting standards.
The JSE said its decision to suspend the trading of the company shares, was due to Trustco’s failure to comply with its 11 November 2020 decision, in which the JSE, first, found that Trustco did not comply with the Listings Requirements in relation to its Annual Financial Statements for the year ended 31 March 2019 and interim results for the 6 months ended 30 September 2019, and, second, directed Trustco to take steps to rectify its non-compliance.
The decision was also based on the ruling of the Financial Services Tribunal of 22 November 2021, which dismissed Trustco’s application for reconsideration of the JSE’s decision.
This comes as the company lodged an urgent appeal with the courts, seeking relief against a planned suspension of its listing on the JSE after the Financial Services Tribunal had dismissed its application.
The Namibia-headquartered company, which has operations in insurance, investments, resources, and banking and finance, had approached the Financial Services Tribunal seeking a review of the JSE decision to suspend its listing.
The JSE, however, said the suspension of the trading of Trustco shares will be lifted once Trustco publishes the audited restatement of its financials as directed, a directive which the company later on, on Monday, agreed to comply with.
Trustco and the JSE have been at loggerheads after the bourse accused the Namibian company of not complying with its Listings Requirements in relation to its Annual Financial Statements for the year ended 31 March 2019 and interim results for the 6 months ended 30 September 2019, and thus directed the company to take steps to rectify its non-compliance.
