Merino & Co. Late on Director Interest Disclosures, Cites Administrative Slip
Merino & Co. Limited has attributed the late lodgement of director interest notices to an administrative oversight and reaffirmed its compliance measures to meet ASX disclosure rules.
- Late lodgement of Appendix 3Y notices for three directors
- Delay caused by administrative oversight
- Company secretary to receive direct notifications from share registry
- Current compliance arrangements deemed adequate by Merino & Co.
- ASX inquiry triggered by potential breach of Listing Rules 3.19A and 3.19B
Background to the ASX Inquiry
Merino & Co. Limited (MNC) recently responded to an ASX compliance query regarding the late lodgement of Appendix 3Y notices, which disclose changes in directors’ interests. The notices for three directors, Fang (Fiona) Yue, Steven Woolley, and Boxiang (Peter) Zhao, were lodged on 9 March 2026, despite the changes occurring on 25 February 2026. This delay raised concerns about potential breaches of ASX Listing Rules 3.19A and 3.19B, which mandate timely disclosure of director interests.
Cause of the Delay and Company Response
Merino & Co. attributed the late filings to an administrative oversight, specifically a delay in communication confirming the allotment of securities. The company secretary, Alan Thomas, assured the ASX that the oversight was a one-time event and reaffirmed the company’s existing compliance framework. This framework requires immediate notification to the company secretary of any changes in directors’ interests, with the company secretary now to be directly notified by the share registry of all allotments to ensure timely review.
Compliance Arrangements and Future Safeguards
The company emphasized that its current arrangements under Listing Rule 3.19B are adequate and that the board has been reminded of the importance of timely disclosures. The direct notification from the share registry to the company secretary represents a strengthened control to prevent recurrence. However, the ASX’s letter highlighted the critical nature of these disclosures for market transparency and investor confidence, underscoring the need for rigorous enforcement of these arrangements.
Implications for Corporate Governance
This incident serves as a reminder of the challenges companies face in maintaining compliance with continuous disclosure obligations. While Merino & Co. has taken steps to address the issue, the episode may prompt investors and regulators to scrutinize the company’s governance practices more closely. Timely and accurate disclosure of directors’ interests is fundamental to market integrity, and any lapses can affect stakeholder trust.
Looking Ahead
Merino & Co.’s swift response and commitment to compliance are positive signals, but the true test will be whether these measures prevent future delays. The ASX’s willingness to publicly release correspondence related to such matters also increases transparency and accountability for listed entities.
Bottom Line?
Merino & Co.’s compliance claims face scrutiny as market eyes future disclosure vigilance.
Questions in the middle?
- Will ASX impose any sanctions or penalties on Merino & Co. for the late lodgements?
- How will Merino & Co. ensure enforcement of its compliance arrangements going forward?
- Could this oversight impact investor confidence or trigger further regulatory reviews?
