Exchange’s Disciplinary Action against RMH Holdings Limited (Stock Code: 8437) and Six Former Directors

On 13 October 2026, the Stock Exchange of Hong Kong Limited took disciplinary action against RMH Holdings Limited (Stock Code: 8437) and six former directors. The Exchange censured the company; issued a Prejudice to Investors’ Interests Statement together with censure against Dr Loh Teck Hiong, former executive director, chairman and compliance officer, and Mr He Weiqing, former executive director, chairman, chief executive officer and compliance officer; censured four other former directors; and ordered all relevant directors except Dr Loh and Mr He to complete 15 hours of training. These former directors were sanctioned for breaching directors’ duties and failing to ensure the company’s compliance with the GEM Listing Rules. Given their deep involvement in irregularities and their roles as compliance officers, the Exchange considered that Dr Loh and Mr He holding directorships or senior management positions at the company or its subsidiaries would prejudice investors’ interests. The breaches included the establishment of an off-core investment department in October 2021 with HK$15.7 million invested in securities; relevant directors failed to assess the investment head’s suitability, implement effective internal controls and oversee investment activities, while Dr Loh unilaterally switched the investment account from cash to margin without board approval or risk assessment, leading to HK$12.9 million in losses and non-compliance with disclosure obligations for notifiable transactions. In the March 2022 rights issue, Dr Loh and Mr He knew or ought to have known one subscriber was a connected person; without board consent, Mr He permitted five subscribers including the connected party to defer subscription payments, and the company published materially inaccurate, incomplete and misleading announcements falsely stating all subscribers were independent third parties and concealing the payment deferral. In May 2022, Mr He caused a subsidiary to enter into a service agreement with a connected person’s wholly-owned company and prepaid HK$3 million without board approval, with the sum only fully refunded eight months later after the agreement was terminated for non-performance, in breach of GEM Listing Rules on connected transactions. The company’s internal controls had material and persistent deficiencies and no written internal control policies were available for 2022. Certain directors sought to rely on delegation as a defence but failed to maintain adequate oversight. HKEX emphasises that directors must act in the company’s best interests and exercise reasonable care, skill and diligence, bear primary responsibility for Listing Rules compliance and timely, accurate disclosure of material information; delegation of functions does not relieve directors of their statutory duties and must be accompanied by sufficient monitoring. The full statement is published on the HKEX website.