SINGAPORE (Jan 23): Singapore Exchange Regulation (SGX RegCo) has issued a notice of compliance to RHT Capital to demonstrate how it is able to maintain independence and avoid conflict of interest despite various services provided by entities under the group.

RHT Capital is currently the continuing sponsor for 24 companies on the SGX Catalist board, including Synagie Corporation, Metech International, Jubilee Industries Holdings, and Accrelist.

At the same time, RHT Corporate Advisory is the designated share registrar for Synagie and Metech, while RHT Communications and Investor Relations is the designated investor relations team for Jubilee and Accrelist.

According to the SGX RegCo notice of compliance, RHT Capital, RHT Corporate Advisory, and RHT Communications and Investor Relations are part of the RHT Group of Companies under RHT Lex Ultra.

In an emailed statement to The Edge Singapore on Jan 24, RHT Capital has clarified that RHT Corporate Advisory is not part of the RHT Group of Companies, following the disposal of the corporate advisory unit to In.Corp Global in May 2019. “We have written to SGX to clarify this relationship,” says a spokesperson for RHT Capital.

SGX RegCo also noted that the RHT Group shares common directors and shareholders with law firm RHTLaw Taylor Wessing and its associated entities, which provide legal and other services to certain sponsored issuers of RHT Capital.

According to Catalist listing rules, a sponsor must be independent of, and have no conflicts of interests with, the entities it sponsors.

In addition, a sponsor must have in place controls, procedures, and other safeguards to maintain its independence and avoid conflicts of interest.

In the notice of compliance, SGX RegCo requires RHT Capital to justify its independence from the sponsored issuers that RHT Group and RHTLaw provide services to.

The market regulator also directed RHT Capital to furnish all relevant information where required to substantiate its position.

SGX RegCo says the failure to comply with the requirements imposed by the exchange shall be deemed to be a contravention of the Catalist rules.

It adds that SGX RegCo reserves the right to take disciplinary action against RHT Capital for breaches to the listing rules.

RHT Capital says it will be responding to SGX with regard to the notice of compliance.

“We welcome this opportunity to elucidate our independence as a sponsor of Catalist-listed companies,” says the RHT Capital spokesperson. “As a Catalist sponsor, RHT Capital does not influence in any way the listed companies which it sponsors with regards to the selection and appointment of service providers of these listed companies, as long as such service providers are suitable, competent and have the relevant track record.”

“RHT Capital is a separate legal entity and is at all times separately and independently managed by its own board of directors and management team. RHT Capital would like to reaffirm that it has always adhered strictly to its compliance procedures in the discharge of its duties and in dealing with any actual or potential conflict of interest,” he adds. "RHT Capital, playing the role as a Catalist sponsor, is committed to adhere to the regulations set out in the SGX Catalist Rules."