Replies to post #157362 on Sino Agro Food Inc (fka SIAF)

[RealDutch]

Interesting, here SAFI states that TRW is liable for not paying the stock dividend (if anyone). Not SAFI.

Plaintiffs allege that, in a Press Release, SAFI stated that TRW announced a share distribution, but that, several months later, the share distribution has not yet occurred. Compl. ¶37. Initially, as evidenced by the Press Release, SAFI did not make any such statement or announcement, but rather, it provided a link to an announcement by TRW concerning its distribution to shareholders of its Associated in Investment, SAFI. RJB Decl. Ex. 7. TRW, an independent, privately owned LLC made the statement concerning its share distribution – not SAFI. Id. Consequently, SAFI was not the maker of the statement and cannot be held liable for its contents under Section 10(b) or Rule 10b-5(b). SeeJanus Capital Group, Inc. v. First Derivative Traders, 564 U.S. 135, 142 (2011). The Complaint also does not allege how TRW’s statement was untrue or that SAFI had any understanding that TRW’s release contained any material untruths; consequently, it fails to assert an actionable misrepresentation against SAFI. SeeLorenzo v. SEC, U.S. , 139 S. Ct. 1094, 1104, 203 L.Ed. 484 (2019)

Edit - And something just occured to me. SAFI = Sino Agro Food Inc. Just like Capital Award Inc = CAI. IOW, they are not referring to the ticker...

[RealDutch]

This one is also interesting.

The Complaint also asserts that the Company “failed to disclose to the market certain inside information about the Company’s scheme to issue common stock as security for various loans.” Compl. ¶20. A defendant, however, “cannot be alleged to have misrepresented or omitted that which [it] plainly disclosed” in its public filings. Zheng, 2019 U.S. Dist. LEXIS 59796, at *28. Here, in its 2016 Form 10-K, SAFI disclosed that it had issued shares as “collateral to secure trade finance facility” and set forth several line items concerning the “shares collateral.” RJB Decl. Ex. 2 at pp. 68, F-33, F-38, and F-44. In its 2017 Form 10-K, SAFIprovided updated information, including a summary chart captioned “Changes in Third Party Loan collateralized shares.” Id. Ex. 3 at pp. 92, F-4, F-5, and F-44. While Plaintiffs assert that such disclosures did not comply with a foreign exchange’s rules, there is no allegation that they did not comply with the U.S. securities laws; consequently, there was no actionable omission.

Can someone provide a link to the 30 page? document from Merkur, where Merkur states (a dozen times) that shareholders got hurt due to a lack of disclosure from the company? As I said before, I think Merkur overstepped their boundaries here. No doubt influenced by Fredly. Which of course raises some questions :-)

[RealDutch]

SIAF filed a motion to dismiss. That's what their defense is about at this stage.

I get the feeling that the whole thing about the SAIC filings was designed to get the lawsuit past this stage. How can a court grant a motion to dismiss, when there are such discrepancies (that need to be investigated further). lol. It's just a "trick".