Censure, $10,000 fine for disclosure breach

The New Zealand Stock Exchange has fined former retail management company RetailX $10,000 for failing to disclose the receivership of its Building Depot company in September last year.

The NSX will also publicly censure the company, which traded at the time on the NZAX, the exchange's discipline panel said in a determination yesterday.

RetailX chairman Jim Bracknell said the shell company, once the business empire of Mark Taylor, would not appeal against the decision, and a benefactor would pay the $10,000 fine. The company had no assets or liabilities.

The panel said between September 9 and September 14 RetailX had breached the rules by failing to disclose the receivership.

The panel said it had taken into account that RetailX had not been subject to disciplinary action in the previous 24 months, though it noted "less significant" breaches. (These were for late reporting.)

Also, no party had obtained financial benefit, damage to the NZX and the NZAX appeared minimal, and RetailX's "particular circumstances are such that a more significant penalty could have consequences that even outweigh the seriousness of this breach."

Taylor's lack of action suggested a serious lack of understanding of, or attention to, his responsibilities as a director of a NZAX listed company, the determination said.

Taylor will resign as a director, probably next month, when RetailX is back as an IT company.

The company plans to go to its 200 shareholders by the end of next month for approval to pay $12 million to previously unknown technology company Plus SMS in the form of shares valued at 5c each. Then RetailX will issue another 30 million shares at 5c each to fund operating costs of Plus SMS.