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2024'11.26.Tue
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2007'05.31.Thu
Xinhua Finance Ltd. Adopts Initiatives to Enhance Corporate Governance
May 30, 2007



    SHANGHAI, May 30 /Xinhua-PRNewswire-FirstCall/ --
Xinhua Finance Limited ("XFL"; TSE Mothers: 9399;
OTC ADRs: XHFNY) announced that it is undertaking a number
of initiatives to continue enhancing its corporate
governance policies and those of its subsidiary, Xinhua
Finance Media ("XFMedia"; Nasdaq: XFML), as part
of XFL's ongoing efforts to achieve best practices in
corporate governance in each of the markets in which the
company operates.  These enhancements include:

    -- Committing to having a majority of independent
directors on the Boards 
       of both XFL and XFMedia as soon as possible (even
though under the 
       relevant securities and exchange laws and rules,
neither company is 
       required to do so);
    -- Committing to create a lead independent director
position on the Boards
       of both XFL and XFMedia; and
    -- Engaging Spencer Stuart, an internationally
recognized executive search
       firm, to identify world-class independent director
candidates for the 
       XFL and XFMedia Boards.

    (Logo: http://www.xprn.com/xprn/sa/200702151700.gif )

    XFL Chief Executive Officer Fredy Bush said, "Our
business continues to be strong.  In a few short years we
have built in Xinhua Finance and XF Media companies which
have the knowledge, the assets and the long-term
relationships necessary to succeed in the China financial
information and media businesses.  As our businesses have
become more global, we have evolved our governance
practices to meet the standards of the new markets we have
entered.  XFL and XFMedia are currently fully compliant
with all applicable regulations in the jurisdictions where
we operate, but we recognize that there are ways in which
we can further improve our corporate governance.  

    "The world-class products and services that Xinhua
Finance provides -- which include ratings, indices, news,
advisory, investor relations and financial data -- are all
based on our track record of integrity and trust, and our
clients have made clear that they continue to value and
rely on the high quality work of our people.  The important
steps we are announcing today will help us to continue
enhancing our corporate governance policies and practices
as we remain intensely focused on building world-class,
global businesses and creating value for our
shareholders."

    The XFMedia Board of Directors also previously
announced that it has authorized XFMedia to repurchase up
to $50 million in shares of XFMedia's common stock, in a
sign of their confidence in the future of XFMedia's
business.  XFMedia will buy its shares in the open market
and expects the purchases to be funded from existing and
future cash reserves.  The Company advised that XFL is
constrained from buying back its stock at the present time
due to the covenants of its 2006 bond issue. 

    Ms. Bush also sent the following letter today to
shareholders of XFL:

    May 30, 2007

    Dear fellow shareholders,

    As you probably know, Xinhua Finance Limited
("XFL") and its subsidiary, Xinhua Finance Media
("XFMedia"), have been on the receiving end of
some particularly nasty and misleading press stories
recently.  I appreciate the support that so many of you
have expressed, and am writing to you today in order to:

    -- Set the record straight with respect to some of the
unfair and 
       inaccurate reports that have been published about
us;  
    -- Let you know of some accelerated governance
improvements that we are 
       implementing to enhance our corporate structure and
governance;  
    -- Assure you that our business and competitive
position in China and the 
       U.S. remain as strong as ever, as evidenced by our
strong first quarter
       results; and

    At Xinhua Finance, we are strongly committed to
achieving best practices in corporate governance.  It is
important to understand that XFL is a China company
organized under Cayman law that is listed on the Tokyo
Stock Exchange.  Like our subsidiary Xinhua Finance Media
(which is listed on the NASDAQ Global Exchange in the
U.S.), XFL has to meet the regulatory requirements in
several jurisdictions.  China has a uniquely complex legal
regime -- this is especially true for media assets and one
of the strengths of our company is that we have the
knowledge and long-term relationships necessary to succeed
in this business.  Xinhua Finance Limited has grown from
$18 million in revenue in 2003 to $175 million in 2006. 
During this time, we also have built, in XFMedia, a
pioneering media company and created substantial
opportunities that have never existed before in the China
market.  Clearly, the skills across these companies speak
for themselves and the fundamentals of our business remain
strong.

    As Xinhua Finance and its businesses have become more
global, we have structured our company to comply with
applicable laws in China, Japan, the U.S. and other
jurisdictions, always in consultation with highly-regarded
independent legal counsel.  We also have evolved our
governance practices to meet the standards of the new
markets we have entered, and our recent listing of XFMedia
in the U.S. is no exception.

    In keeping with our commitment to achieving best
practices in corporate governance, we recognize that there
are always ways in which governance can be further
improved. To that end, Xinhua Finance Limited and XFMedia
are accelerating a number of enhancements to our corporate
governance practices as follows:

    -- We are committed to having a majority of independent
directors on the 
       Boards of both XFL and XFMedia as soon as possible
(even though under 
       the relevant rules neither company is required to do
so);
    -- We are committed to creating a lead independent
director position on 
       the Boards of both XFL and XFMedia;
    -- We have engaged Spencer Stuart, an internationally
recognized executive
       search firm, to identify world-class independent
director candidates 
       for the XFL and XFMedia Boards; and 
    -- We have established a committee to explore other
ways in which we might
       be able to enhance our corporate governance.

    The high-quality products and services that Xinhua
Finance provides its clients -- which include ratings,
indices, news, advisory, investor relations and financial
data -- are all based on our track record of integrity and
trust.  And we remain committed to our vision of building
world-class businesses in China and the U.S. and adhering
to and enhancing applicable standards of corporate
governance and transparency.  As all thoughtful governance
experts acknowledge, this does not mean adhering to an
ideal "one-size-fits-all" standard, but doing
what is right and appropriate given the various
jurisdictions where we are listed and conduct business.  

    In the course of XFMedia's recent IPO, the most
important consideration (for the company and its first-tier
underwriters) was to ensure that the material details of
XFMedia's transactions and relationships were properly
described in the prospectus.  XFMedia and its underwriters,
aided by world-class legal counsel, undertook an intensive
due diligence process.  I am sure you will appreciate that,
because the misleading press reports have led to litigation,
even if we consider it baseless, we are somewhat constrained
in our ability to comment on every allegation and
insinuation in the press -- no matter how outrageous.  But
we all believed and continue to believe that XFMedia's
prospectus includes all material information that was
required to be disclosed. 

    One last point I wish to touch on concerns recent
personnel changes at Glass Lewis.  The recent media
onslaught was, after all, triggered by the vague and
sweeping disparaging remarks about Xinhua Finance and its
directors and officers made by a former reporter and Glass
Lewis employee, as he was leaving the firm, stating that he
was joining a Xinhua Finance competitor. This individual had
given two weeks' notice on May 2, "to pursue other
opportunities".  On May 16, he sent his "amended
resignation letter" purporting to state further
reasons for leaving, which he promptly shared with
colleagues in the press.  The Glass Lewis team, led by KT
Rabin, continues to be the most thoughtful and talented
group of corporate governance professionals, and clients
have made clear that they continue to value and rely on
their high quality work.  

    Despite the frustration of these misleading media
reports, we remain focused on running our business to
create shareholder value, which is why you invested in our
company, and on thoughtfully addressing the issues that
have come out of this heightened focus on the structure and
governance of Xinhua Finance Limited and XFMedia.  

    Please do not hesitate to contact me if you wish to
discuss anything regarding the company or current
developments.  I would also welcome any suggestions you
would like us to consider as we continue building XFL and
XFMedia as premier global financial information and media
companies and enhancing their corporate governance.  I
truly appreciate your ongoing support.

     Sincerely,
     Fredy Bush
     CEO, Xinhua Finance Limited

    About Xinhua Finance Limited 

    Xinhua Finance Limited is China's premier financial
information and media service provider and is listed on the
Mothers Board of the Tokyo Stock Exchange (symbol: 9399)
(OTC ADRs: XHFNY).  Bridging China's financial markets and
the world, Xinhua Finance serves financial institutions,
corporations and re-distributors through five focused and
complementary service lines: Indices, Ratings, Financial
News, Investor Relations, and Distribution.  Founded in
November 1999, the Company is headquartered in Shanghai,
with offices and news bureaus spanning 14 countries
worldwide. For more information, please visit:
http://www.xinhuafinance.com .

    About Xinhua Finance Media Limited

    Xinhua Finance Media ("XFMedia"; Nasdaq:
XFML) is China's leading diversified financial and
entertainment media company targeting high net worth
individuals nationwide.  The company reaches its target
audience via TV, radio, newspapers, magazines and other
distribution channels. Through its five synergistic
business groups, Advertising, Broadcast, Print, Production
and Research, XFMedia offers a total solution empowering
clients at every stage of the media process and keeping
people connected and entertained.  Headquartered in
Beijing, the company has offices and affiliates in major
cities of China including Beijing, Shanghai, Guangzhou,
Shenzhen and Hong Kong.  Xinhua Finance Media Limited is a
subsidiary of Xinhua Finance Limited.  For more
information, please visit http://www.xinhuafinancemedia.com
.

    Safe Harbor Statement

    This announcement contains forward-looking statements.
These statements are made under the "safe harbor"
provisions of the U.S. Private Securities Litigation Reform
Act of 1995. These forward-looking statements can be
identified by terminology such as "will,"
"expects," "anticipates,"
"future," "intends," "plans,"
"believes," "estimates" and similar
statements. Among other things, statements made about
proposed changes to personnel and reporting structures and
quotations from management in this announcement, as well as
the companies strategic and operational plans, contain
forward-looking statements. XFMedia may also make written
or oral forward-looking statements in its periodic reports
to the U.S. Securities and Exchange Commission in its
annual report to shareholders, in press releases and other
written materials and in oral statements made by its
officers, directors or employees to third parties.
Statements that are not historical facts, including
statements about XFMedia's beliefs and expectations, are
forward-looking statements. Forward-looking statements
involve inherent risks and uncertainties. A number of
factors could cause actual results to differ materially
from those contained in any forward-looking statement,
including but not limited to the following: our growth
strategies; our future business development, results of
operations and financial condition; our ability to attract
and retain customers; competition in the Chinese
advertising market; changes in our revenues and certain
cost or expense items as a percentage of our revenues; the
outcome of ongoing, or any future, litigation or
arbitration; risks associated with recent adverse press
articles, the expected growth of the Chinese advertising
and media market; and Chinese governmental policies
relating to advertising and media. Further information
regarding these and other risks is included in our
registration statement on Form F-1, as amended, filed with
the Securities and Exchange Commission. XFMedia does not
undertake any obligation to update any forward-looking
statement, except as required under applicable law.


    For more information, please contact:

    China
     Joy Tsang
     Tel:   +86-136-2179-1577 / +852-9486-4364
     Email: joy.tsang@xinhuafinance.com

    United States
     Eric Andrus
     Tel:   +1-646-805-2010
     Email: EAndrus@rlmnet.com
PR
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