Board's Decisions 29/09/2011  

29-Sep-2011

The Board of Commissioners decided the following:
First:  By virtue of the attached Letter, Jordan Securities Commission (JSC) will address the Company General Controller (CGC) regarding results in the External Auditor report. The External Auditor is assigned by the (JSC), to audit over Al-Faris National for Investment & Export Company. The (JSC) will also address the (CGC) of (JSC) reviewed results concerning submitted complain by a group of shareholders of Al-Faris National for Investment & Export Company.
Second:  By virtue of the attached Letter, (JSC) will reply to the request of the Anti Corruption Commission (ACC) stated in its Letter number 2/16/HMF/MT/2018 of June 22.2011, to provide the (ACC) with PricewaterhouseCoopers submitted report concerning auditing Al-Faris National for Investment & Export Company financial statements & to provide the (ACC) of a copy of the Letter stated above to the (CGC).
Third:  By virtue of the provisions of Article (21/A) of  the Securities Law, (JSC) will send a notice for hearing to Al-Faris National for Investment & Export Company to view a possible violation of any of the following & reply within one week of receiving this notice:
1. Violating the provisions of Article (107/A) of the Securities Law for the following reasons:
Present false or misleading financial statements of the Company from 2007 to 2010 that are in violation of several numbers of the Accounting Standards: (34, 7, 1, 36, 3, 37, 8). Thus, the provisions of Article (14) of the Instructions of Disclosure stipulating the following are violated: “The International Accounting Standards issued by the Board of International Accounting Standards are hereby adopted whereby all parties subject to the Commission’s monitoring shall prepare their financial statements consistently therewith”.
Emphasis in the Auditing Firm report of ‘PricewaterhouseCoopers’, that violating these Standards caused great losses in annual statements of 2009 in contrast with the semiannual & quarterly ones of 2009. The report does not clarify to shareholders how account receivables & financial assets are effective & the range of risks the Company may face. The report does not clarify also to shareholders how important are administrative assessments & assumptions transparency the Company adopted to calculate assessments & to analyze the Fame Item & relevant issues.
Al-Faris National for Investment & Export Company violation of the provisions of Article (3/First/4/H) of the Instructions of the Accounting Principles & Standards Pertaining to the Preparation of Annual & Interim Financial Statements for the year 2007 stipulating the following: “Issuing companies shall observe the following policies in preparing their annual as well as interim financial statements: First: Consolidated financial statements: 4. Interim & annual consolidated financial statements shall include sufficient disclosures of the parent company’s investments in each of the subsidiaries & controlled companies, in implementation of the International Standard number 28 & to cope with the International standard number 27.  These disclosures shall include: H. Brief financial information regarding subsidiary or controlled companies that include the total assets, liabilities, revenues, profits & loss of the subsidiary or controlled companies & the material elements of assets & liabilities”.
Provide audited financial statements for 2010 that differ substantially from those submitted to (JSC) by the Company such as the 2010 Preliminary Business Results for deducting a reduced allocation to computer software of JD (1.100.000) million in the audited financial statements for 2010 & for not including this allocation for the same year in the Preliminary Business Results. The report did not disclose Company results of companies it owns, having on the ownership date great losses, which is an indication that from the year 2007 to 2010, the Company submitted false or misleading statements to (JSC).
2. Violating the provisions of Article (4/B-20) of the Instructions of Disclosure for not indicating in the 2007 Company annual report the decision of the Board of Directors of owning Advanced Training Company, of which part of its ownership belongs to two members of the Board of Directors of Al-Faris National for Investment & Export Company in 2007.
Fourth:  By virtue of the provisions of Article (21/A) of the Securities Law, (JSC) will send a notice for hearing to the Company accounts auditors (Qusheh & Partners Certified Accountants) to view its violation of the following Articles & reply within one week of receiving this notice:
Provisions of Article (16) of the Instructions of Disclosure stipulating the following: “The International Auditing Standards issued by the International Federation of Accountants are hereby adopted in auditing the accounts of the parties subject to the monitoring of the Commission”.
Provisions of Article (107/C) of the Securities Law stipulating that: “The following shall be regarded as a violation of the provisions of this Law: C. Certifying by an auditor or accountant of false or misleading financial statements or statements which are in violation of adopted accounting & auditing standards. In such a case, the accountant or auditor, as the case maybe, shall be liable for damages to any party suffering financial loss as a result of such false or misleading financial statements”.
Qusheh & Partners Certified Accountants made the following violations:
Did not keep 2009 financial statements of Al-Faris National for Investment & Export Company. As a result of not registering allocations, depreciations, redemptions & some expenses in the interim financial statements, losses appeared in final statements compared to profits in interim financial statements, violating the Accounting Standard number (34).
Did not keep the financial statements of Al-Faris National for Investment & Export Company. Qusheh & Partners Certified Accountants did not disclose the following:
Requirements of the Accounting Financial Reporting Standard number (7).
Requirements of the International Accounting Standard number (1).
Requirements of the International Financial Reporting Standard number (3).
How to recognize intangible assets & redemptions methods.
Did not keep the Company redemption part of 2009 & 2010 Fame Account without assessing Fame & examining the decrease that violates the International Financial Reporting Standards.
Did not keep the Company registration of a special allocation in the financial statements violating the International Accounting Standard number (37) & upon reversing it in 2010 it did not re-present it in 2009 financial statements after correcting the mistake violating the International Accounting Standard number (8).
Certify financial statements violating the International Auditing Standard number (7.5 Paragraph (A1)) for not concealing opinion in the Company unified financial statements of the Company as a result of not providing it with audited financial statements of the Foreign Subsidiary Company.
Fifth:  Refer Burj Pizza for Investment & Export Company & Mr. Sinan Qusheh to the Competent Court for violating the provisions of Article (108) of the Securities Law stipulating the following:
“A person shall be in violation of the provisions of this Law, upon committing any of the following acts:
A. Trading in securities or influencing others to trade in such securities on the basis of Inside Information.
B. Using inside or confidential information to attain material or moral gains whether for his own benefit or for the benefit of others, including members of the Board of Directors & employees of the Market & the Center.
C. Disclosing Inside Information to other than the competent authorities or the Courts”.
Sixth:  By virtue of the provisions of Article (21/A) of the Securities Law, (JSC) will send a notice for hearing to Al-Amal for Financial Investments Company to view its violation of the Board of Commissioners decision of November 19.2001, for issuing checks unsealed with the phrase the ‘First Beneficiary’ or cancelled from it this phrase & giving it to Mr. Sinan Qusheh. Al-Amal for Financial Investments Company must reply within one week of receiving this notice.