The company for organic and natural products, founded by Irvin D. Simon, the new independent chairman of the board of directors of cannabis producer Apia AD, settles with SEC charges related to his internal controls just weeks before he starts working with a Canadian company.
On December 11, the Securities and Exchange Commission of the United States issued a statement saying it had charged Hayne Heavenly Group Inc. with "failures in internal controls" and reached an agreement. The SEC's allegations against the firm whose brands include terra chips, Yves Veggie Cuisine, Live Clean and Best Baby Food on the Earth covered the period between 2014 and 2016, according to the US regulator.
The SEC ordered Hain to stop and to give up further violations, and Hain agreed to the SEC's order without acknowledging or denying the regulator's findings.
In December, no one except the company was named in the Commission's statement and stressed that there was no fine imposed on the firm due to "extensive cooperation with the SEC's investigation, which involved self-reporting and remediation efforts."
Simon, the newly elected chairman of the board of Athia, was chief executive officer of Hein Nebesial, the company he founded until he withdrew in November, a planned departure that was announced in June. He remains a shareholder.
In an interview with Financial Post on Thursday, Simon said the SEC's decision was not raised in talks with Afria before being appointed president on December 27, as it was already a matter of a public record and felt it was resolved in the best possible way without financial transfers or penalties.
Not only did the SEC's statement be available on the internet, Simon said, but he was discussing achieving understanding with SEC staffers to resolve the issue without financial punishment during a conference call with the analysts of Hain Nebeski in August.
"It was publicly announced. The SEC closed the case," he told the finance post. "It was not raised as a problem (with Afria)."
According to the SEC's directive against the Hain Celestial Group, sales staff for Hain offered the two largest distributors for selling companies at the end of the fiscal quarters, in the 2014-2016 period, to encourage the acquisition of sufficient supplies to meet quarterly internal sales targets.
"The motives offered by Hain included the rights to return the products they had broken down or expired before they were sold to retailers, as well as cash incentives of up to $ 500,000, substantial discounts and extended payment terms," the SEC noted, noting that some of these incentives were arranged orally, not documented, or documented only in the exchange of e-mail with distributors.
The SEC's order found that the firm's finance department was not aware of the incentive practices by May 2016, after which the company conducted an internal investigation and independently reported the matter to the SEC. The regulator also noted that there was no need for financial reassessment and that the company had acknowledged "the material weaknesses in its internal financial reporting controls", retained the compliance staff, and voluntarily made "significant changes" in its organization and its recognition practices income.
Simon said his company's brush with regulators actually strengthens his skill to help Canada's cannabis company, Afria, move from the fast-growing start of the growth company with strong independent oversight.
If nothing else, it's positive because I succeeded … the process, the management, where changes were to take place, where there were weaknesses …. I knew how to bring it to a good conclusion
Irvin D. Simon
"If nothing else, it's positive, because I succeeded, I knew how to manage my employees, people, the process, the management, where there were to be changes, where there were some weaknesses …. I knew how to bring it to a good conclusion, "Simon told Financial Post, speaking as the chairman of Africa.
He said the construction of Hain over 25 years ago, and is sitting on a number of other corporate boards, including MDC Partners Inc. and Barnes & Noble, ensure that corporate governance and corporate finance processes are "very important" to it.
"I plan to bring my expertise, the other people I have worked with, and to ensure that there is the strongest, strongest level of governance across Afria," Simon said.
Aphria shares steal in early December, after short-term vendors of Quintessential Capital Management and Hindenburg Research called the Black Hole company a claim that recent international procurements worth $ 280 million were orchestrated for the benefit of insiders and were essentially "worthless" ".
Aphria defended the procurement and called a short seller report "malicious and self-serving attempt to profit by manipulating the stock price of Africa at the expense of shareholders Aphria".
The cannabis company also set up a special committee of directors and promised a comprehensive response that rejected all the claims of short sellers and took steps to increase independent oversight. Six of its 10 board members are now independent.
Aphria shares closed at 8.03 on Thursday in the Toronto stock exchange, 65 percent below their 52-week record.