Decision on violation charge Nio Security Inc.

Enquiries to: Ola Aamodt Enger
Dir. line: +47 22 93 99 41
Our reference: 10/5782
Filing code: 725
Date: 23.06.2010

 

Reference is made to Finanstilsynet’s (The Financial Supervisory Authority of Norway) preliminary decision and notice of violation charge of 31 May 2010, cf the Norwegian Public Administration Act section 16.

As stated in the notice, the deadline for publication of the annual financial report is at the latest four months after the end of each financial year, cf the Norwegian Securities Trading Act (STA) section 5-5 first paragraph. Thus, the annual report for 2009 should have been made public within 30 April 2010. Public disclosure must be undertaken in accordance with STA section      5-12.

According to Oslo Børs’ “Newsweb”, Nio Security Inc (Nio) made its annual report for 2009 public 12 May 2010.

In the above-mentioned preliminary decision, Nio was given until 14 June 2010 to give comments. Finanstilsynet has until today not received any comments. However, the 5 May Nio made an announcement on “Newsweb”, declaring that “…Nio’s financial statements for 2009 are finalized and there are no changes compared to the Q4-2009 report released in February. The delay in making the Annual Report public is related to minor practical issues, and Nio expects to make the Annual Report public early next week.”

Finanstilsynet finds that the company has violated STA 5-5 first paragraph. The violation must have been committed wilfully or through negligence in order for Finanstilsynet to impose a violation charge. Finanstilsynet emphasises that high level of due care is required by listed companies concerning their obligations to the market. Based on the above-mentioned, and the announcement on “Newsweb”, Finanstilsynet is of the opinion that Nio acted negligent by not preparing the annual report for 2009 within the deadline.

The size of the violation charge is linked to the market value of the company as of 1 January 2010. The minimum violation charge for all issuers of listed shares is normally NOK 100.000. This is principally in line with the previous practice of Oslo Børs.

Based on the reasons mentioned above and with legal basis in STA section 17-4 second paragraph and section 5-5 first paragraph, Finanstilsynet has adopted the following individual decision:

Nio Security Inc must pay a violation charge of NOK 130.000 – one hundred and thirty thousand Norwegian kroner- to the Norwegian Treasury.

Finanstilsynet emphasizes that any repeated violation of the deadline for financial reporting in the future, may result in a significantly higher violation charge. In this regard it is noted that Nio failed to comply with the deadline for the publication of the 2008 annual report.

Pursuant to the Norwegian Public Administration Act section 28, individual decisions may be appealed to the Ministry of Finance. The time limit for lodging an appeal shall be three weeks from the date on which notification of Finanstilsynet’s decision has reached the party concerned, cf. the Norwegian Public Administration Act section 29. The appeal must be sent directly to Finanstilsynet.

If Nio does not appeal the decision to the Ministry of Finance, the payment instruction regarding the violation charge is the following:

Finanstilsynet
P.O. Box 1187 Sentrum
N-0107 Oslo

Account number: 7694 05 09641

From abroad:
IBAN NO4976940509641
BIC: DNBANOKK

When carrying out the payment, please quote our reference number 10/5782.

 
On behalf of Finanstilsynet

 

Anne Merethe Bellamy
Deputy Director General
        

Terje Nilsen                               
        Senior Supervisory Adviser