PART FIVE
By letter dated November 16, 2005, the TT Stock Exchange (TTSE) advised the TT Securities and Exchange Commission that trading in BWIA’s shares had been suspended with immediate effect for a period of three months at the request of the company.
By letter dated February 9, 2006, BWIA requested an extension of the suspension of trading in its shares for a further three months.
It indicated the board had undertaken an in-depth analysis of the company to inform the restructuring process, and BWIA was preparing a business and restructuring plan.
It was unable to indicate a definitive timeframe for the completion of this exercise. The company also indicated it had requested an extension of the suspension of trading on the Barbados Stock Exchange.
By letter dated February 14, 2006, TTSE granted the extension of the suspension for a further three months.
In 2006, TTSE requested the commission to authorise the de-listing of BWIA pursuant to section 45(1) of the Securities Industry Act, 1995.
TTSE indicated that BWIA had requested a further three-month suspension of trading in its shares, but the exchange had decided it could not accede to BWIA’s request.
However, the grounds upon which the TTSE was seeking the de-listing were not stated.
By letter dated June 20, 2006, TTSE wrote to the commission listing the following four grounds for its application to de-list BWIA:
1. Unsatisfactory financial condition or operating results.
2. Inability to meet current debt obligations or adequately finance operations.
3. Failure to make timely adequate and accurate disclosures of information to its shareholders and the investing public.
4. An effective and fair market cannot be made in the security.
In its written submission with supporting documents, TTSE said as a self-regulatory organisation registered under the Securities Industry Act, it has a duty to act in the best interests of the investing public in accordance with rules established by the organisation for this purpose.
Rule 401 of the Stock Exchange Rules enumerates de-listing criteria to be considered by the TTSE in determining whether to remove a company from its official list.
According to Rule 401, TTSE aims to provide the foremost auction market for securities of well-established companies in which there is a broad public interest and ownership.
In consideration of the stock exchange's request, the commission treated grounds one and two listed above as one ground for the purpose of the stock exchange’s supporting documentation.
[caption id="attachment_881576" align="alignnone" width="683"] TT Stock Exchange, Nicholas Tower, Port of Spain. - Photo by Jeff Mayers[/caption]
A review of BWIA’s year-end consolidated financial statements over the period 2001 to 2005, indicated the company consistently posted a loss each year for the duration of its listing.
The auditor’s report to the members of BWIA for each of the years from 2003-2005, clearly concludes that the company’s current liabilities exceeded its current assets.
For
