Thonburi Healthcare Group Public Company Limited (SET: THG) has disclosed additional findings through the Stock Exchange of Thailand of possible fraud behaviour related to its former founder as follows:
- Progress of the actions related to the suspicious transactions
As previously reported by the company regarding the discovery of suspicious transactions, with a total value of approximately THB 105,000,000 (excluding interest), the company would like to inform that Rajthanee Pattanakarn (2014) Company Limited (RTD), the beneficiary of the suspicious transactions, has signed an acknowledgment of debt with the company in the amount of THB 112,798,907 (including interest, calculated up to the date of the acknowledgment of debt).
The company will use the acknowledgment of debt as evidence to demand payment from RTD to the company. Currently, the company is in the process of preparing to file a lawsuit against RTD based on the acknowledgment of debt, as well as against former executives and employees who were significantly involved in the suspicious transactions. This is to protect and preserve the interests of the company and its shareholders.
- Detection of Additional Suspicious Transactions
The company acknowledges the importance of promptly reporting information regarding suspicious transactions to the Stock Exchange of Thailand and its shareholders as soon as the company detects any suspicious transactions to maintain transparency and adhere to high standards of governance.
Therefore, the company would like to inform that, following further investigation, the company has identified additional suspicious transactions involving the company and its subsidiaries, which occurred in 2023.
The aforementioned suspicious transactions have resulted in a financial loss to the company and its subsidiaries, totaling THB 63 million. However, this financial loss does not impact the financial stability or operational capabilities of the group of companies in any way.
In this regards, the Audit Committee has thoroughly reviewed the transactions of the company and its key subsidiaries for the period from 2023 to 2024 and is of the opinion that, aside from the suspicious transactions mentioned in Items 1 and 2, there are no additional suspicious transactions of the company and its subsidiaries that have not been disclosed or considered.
To protect and preserve the interests of the company and its shareholders, the company will report the matter to the Securities and Exchange Commission and take legal action against former executives and employees who were significantly involved in the actions that led to the suspicious transactions, in order to protect and preserve the interests of the company and its shareholders.
- Provision for Doubtful Accounts in the Financial Statements
The financial loss incurred by the company and its subsidiaries from all suspicious transactions (i.e., the transactions in Items 1 and 2 above) has been recorded by the company, with a full provision for doubtful debts set up in the consolidated financial statements for the third quarter of 2024, totaling approximately THB 172 million.
The purpose of this provision is to ensure that the company’s consolidated financial statements reflect the true financial position and performance, as well as to comply with generally accepted accounting principles.
- Preventive Measures Against Additional Suspicious Transactions
The financial losses incurred by the company and its subsidiaries from all suspicious transactions stem entirely from past events. In response, the company has implemented stricter measures for approving transactions, including related-party transactions, and expanded the scope of internal audits.
Additionally, regular reporting from subsidiaries has been mandated to enhance the governance standards of the company and its subsidiaries, preventing the recurrence of suspicious transactions in the future.
The company has imposed the highest disciplinary actions against former executives and employees significantly involved in these transactions. This demonstrates the company’s firm stance against any behavior or actions that violate laws and/or internal rules established by the company, which have caused harm to the company and/or its subsidiaries.
The company will also pursue legal action against these former executives and employees to recover damages incurred by the company and its subsidiaries. These actions form part of the company’s commitment to protecting the interests of the company and its shareholders.
- Liquidity of the Company
All the suspicious transactions, while not directly affecting the liquidity of the Group Company, may impact the confidence of stakeholders in the Group Company.
However, in terms of regular operational performance (excluding accounting adjustments related to the provision for doubtful accounts, which were made in accordance with prudent measures and generally accepted accounting principles), the Group continues its operations as usual and has not incurred losses from regular business operations.
Nonetheless, to enhance stakeholder confidence and address potential concerns regarding the Group’s liquidity, the company’s Board of Directors has resolved to approve the exploration of additional financial restructuring measures to strengthen the company’s financial stability.
The financial restructuring measures under consideration include increasing the company’s registered capital to enhance its financial position and support future operations, as well as managing or disposing of certain non-core assets to improve the Group Company’s liquidity. The company will keep shareholders and stakeholders informed of the progress of these measures in due course.
Lastly, the company reaffirms its commitment to conducting business with good governance and transparency. The company is fully dedicated to fostering stakeholder confidence to support sustainable growth and create long-term value for shareholders.