April 24, 2024

Sino-Forest Corp. Says Its Chief Has Resigned

OTTAWA — The Sino-Forest Corporation, a Chinese company that is the focus of a Canadian securities investigation, said on Sunday that its chairman and chief executive, Allen T.Y. Chan, had resigned.

The announcement came after the Ontario Securities Commission halted trading in the company, which is listed on the Toronto Stock Exchange, on Friday after finding that Sino-Forest might have inflated its revenue and exaggerated the value its timberlands.

In brief statement on Sunday, Sino-Forest said three other employees had been put on “administrative leave” and that the duties of a fourth employee had been restricted.

The securities commission, which is Canada’s top market regulator, initially on Friday ordered Mr. Chan and four other Sino-Forest employees to resign. It withdrew that portion of its order by lunchtime, however, after concluding that such a step could not be taken without a hearing.

Through a representative, Sino-Forest said that Mr. Chan had submitted his resignation to the board “within the past week” and that the four employees were the people named earlier by the securities commission.

The value of Sino-Forest’s shares fell significantly in June after Muddy Waters Research issued an extensive report by a short-seller that called the forestry company an “established institutional fraud.”

In Sunday’s announcement, Sino-Forest said that Mr. Chan had also stepped down as a director but added that he would assume the title of founding chairman emeritus. Mr. Chan will continue to assist a special committee of directors with their investigation into Muddy Water’s accusations, the statement said.

As the company has previously suggested, the special committee’s inquiries have not been going smoothly over the last 10 weeks.

“The company’s business is complex, the scope of the review is significant and there are enormous amounts of data that have been marshaled and are under review,” the announcement said. “In these circumstances, the independent committee has not yet reached any conclusions.”

Earlier this summer, Sino-Forest dismissed the Muddy Waters findings as well as a lengthy report in The Globe and Mail newspaper that reached similar conclusions, if in a less inflammatory manner. On Sunday, Sino-Forest said the accusations by the securities regulator, “while unproven, are of a serious nature.”

Mr. Chan has been succeeded by William E. Ardell, a director who is also leading the independent committee.

Mr. Ardell was formerly the president and chief executive of Southam, once Canada’s largest newspaper publisher. After a holding company controlled by Conrad M. Black completed a gradual takeover of Southam in 1996, Mr. Black fired Mr. Ardell and assumed operating control of the newspaper chain. Southam has since changed hands two more times and no longer exists in its previous corporate form.

Sino-Forest is one of several Chinese companies that came to be listed in Toronto by taking over a dormant Canadian company trading on the exchange.

Such reverse merger companies have become an increasing subject of concern for regulators in both Canada and the United States.

Article source: http://www.nytimes.com/2011/08/29/business/global/sino-forest-corp-says-its-chief-has-resigned.html?partner=rss&emc=rss

High & Low Finance: Troubled Audit Opinions

On the other is an investment research firm using the name Muddy Waters Research. It says the company, the Sino-Forest Corporation, is a fraud, and that its shares are worthless.

As this is written, there is no definitive answer as to who is right. But the initial reaction of the markets seemed to be that they had more trust in the short-seller — a company whose Web site gives no address — than in the auditor’s opinion.

The shares, traded in Toronto, lost more than 70 percent of their value in two days, shaving $3 billion off its valuation. Bond prices also plunged. Prices had to fall sharply before speculators could be found who were willing to bet that the financial statements really did, in the boilerplate words of the auditor’s letter, “present fairly, in all material respects, the financial position of Sino-Forest Corporation.”

If there was a fraud, there is no doubt that Ernst Young will be sued, and there is even less doubt that it will deny responsibility. After all, its letter did make clear that management was responsible for the internal controls needed to assure the statements are “free from material misstatement, whether due to fraud or error.”

To the auditing industry, the fact that investors tend to blame auditors when frauds go undetected reflects unrealistic expectations, not bad work by the auditors. The rules say auditors are supposed to have a “healthy degree of skepticism,” but not to detect all frauds.

“There is a significant expectations gap between what various stakeholders believe auditors do or should do in detecting fraud, and what audit networks are actually capable of doing, at the prices that companies or investors are willing to pay for audits,” stated a position paper issued in 2006 by the chief executives of the six largest audit networks.

Note that last part. They suggested that if investors were really worried about fraud, they should consider paying more for a “forensic audit” that would have a better — but not guaranteed — chance of spotting fraud. Don’t like our work? Pay us more.

There is no doubt that some companies are easier to audit than others, and that Sino-Forest falls on the harder side. While it has headquarters in Toronto and Hong Kong, its operations are — or at least are claimed to be — spread out over much of China. The company says it manages nearly two million acres in forest plantations across China. Muddy Waters says that is a lie, and that its actual operations are much smaller.

Investors trying to decide whether to believe the Muddy Waters report, with its detailed assertion that the company’s claims are contradicted by Chinese records, would love to know just what Ernst did to check. What records did it inspect? Which tree plantations did it visit? Who did the work? Was it people from Ernst’s Toronto office, which signed the report, or people from a Chinese affiliate? How many auditors did the work, over what period of time?

Ernst’s audit opinion does not say, which is no surprise. Virtually every audit opinion in the world says almost the same thing, with no details about the company being audited. Auditors are paid millions of dollars to produce a report that no one thinks is worth reading.

On June 21, the Public Company Accounting Oversight Board, which regulates auditors in the United States, plans to ask for public comments on whether to require auditors to do more and say more.

One idea the board is expected to consider is requiring auditors to disclose more about what they did, and did not, do. Ideally, auditors would point to things that they could not audit. There are a lot of them now, and sometimes they are crucial.

“The foundation” of the Sino-Forest fraud, stated the Muddy Waters report, “is its convoluted structure whereby it runs much of its revenues through ‘authorized intermediaries.’ ” Those organizations supposedly process tax payments owed to China on wood production, the report said, thereby assuring the company “leaves its auditors far less of a paper trail.”

Article source: http://feeds.nytimes.com/click.phdo?i=191ec91a3a4a997458e143fb2aaff817