Petrofac Limited (“Petrofac” or “the Company”) announces that it has been informed by its Group Chief Executive Ayman Asfari (Mr Asfari) of administrative sanctions that have been made against him by the Italian National Commission for Companies and the Stock Exchange (“CONSOB”) relating to a past personal dealing in securities of an Italian listed company.
CONSOB has alleged and determined that an executive of the Italian company passed inside information to Mr Asfari and that Mr Asfari subsequently acted on that information by trading in the securities of the Italian Company.
Mr Asfari has informed the Company that CONSOB’s decision was made with no prior notification of the charges against him and he was not given the opportunity to defend himself. Mr Asfari has informed the Company he strongly refutes he was privy to any inside information, believes the decision to be wholly without merit, and is determined to contest the decision, and the process by which it was conducted, to the fullest extent possible.
The sanctions imposed by CONSOB on Mr Asfari comprise: an administrative fine of 300,000 Euros; a 12-month disqualification from taking up, inter alia, administrative, management or supervisory positions in any Italian listed companies; and an order confiscating property with a value of 385,000 Euros.
The Company understands that Mr Asfari has, through his legal advisers, already asked CONSOB to revoke its decision at the earliest opportunity on the basis he was not given the opportunity to present any defence and refute the charges. Absent any such revocation, the Company understands Mr Asfari intends to appeal the decision in accordance with Italian law and that he is providing CONSOB with documentation that substantiates his request.
Mr Asfari said: “I was shocked to receive this notification, and I informed the Company as soon as I was made aware. I absolutely reject this decision which was made entirely in my absence, affording me no opportunity to defend myself. I absolutely confirm that no communication ever took place as alleged and I was never in possession of inside information. I have instructed my lawyers to immediately appeal this decision and I am confident it will be overturned.”
Rijnhard van Tets, Petrofac’s Chairman, said: “The Board fully supports Ayman in his defence against this decision, the steps he is taking to prove that in no way did he act improperly, and his leadership of the Company at this difficult time.”
The Board attaches a personal statement from Mr Asfari in connection with this issue.
PERSONAL STATEMENT BY AYMAN ASFARI
“I was shocked and surprised to receive notification of the outcome of an investigation from CONSOB. The documentation revealed an investigation was launched by CONSOB into a transaction involving shares of a listed Italian company I made in 2012. It now appears there had been an unsuccessful attempt to notify me of the investigation back in mid 2016. I never received a notification from CONSOB with the notice of charges, therefore I did not have the chance to defend myself.
“Naturally, I would have responded immediately to the regulator and defended myself vigorously at the time, had I been notified of the investigation. Instead, the investigation followed its course with no input from me or my lawyers and I now welcome the opportunity to put the record straight. I will now provide evidence to the regulator showing their findings are completely unfounded. The premise of CONSOB’s case was that I met with an Italian executive who provided inside information. I can show irrefutable evidence that such a meeting never took place, or any other communication at that time, and I can unequivocally confirm I was never in possession of any inside information.
“I look forward to this matter being resolved fairly and correctly once CONSOB is in possession of all the facts.”