"Japan power giant Jera faces SGX whistleblowing complaint", 15 February 2023

An activist group has filed a whistle-blowing complaint with the Singapore Exchange (SGX), accusing Jera, Japan’s largest power company, of failing to disclose critical information on financial and legal risks in relation to a US$300 million (S$400 million) bond issued in April 2022.

The bonds are listed on the exchange.

Market Forces, an environmental finance organisation that tracks fossil fuel financing, lodged its complaint via SGX’s whistle-blowing office on Wednesday morning.

It accuses Jera of omitting key information, including risks of investing in liquefied natural gas (LNG) when the Russia-Ukraine war has increased LNG price volatility, as well as not mentioning a lawsuit in Australia.

A Jera spokesman has told Reuters that the company is looking into the matter. The Straits Times has contacted Jera for further comment.

In response to ST, an SGX Group spokesman said: “As with any whistle-blowing complaint, we will review and take the necessary action.”

Jera issued the bonds, which have a tenor of five years and a coupon of 3.665 per cent, on April 14, 2022.

The bonds are subject to the Securities and Futures Act, the SGX Rulebooks and SGX investigatory powers, the complaint said.

“Jera omitted information and failed to provide sufficient details to enable investors to understand and appreciate the risks associated with investing in the company’s US dollar bond issued on the Singapore Exchange,” it added.

Referring to the firm’s ongoing disclosure obligations, the complaint also accused Jera of failing to provide potential bond investors with information material in an offering circular dated April 7, 2022, and in subsequent public information.

It said that the fossil fuel industry, including the LNG sector, “is highly susceptible to systemic risks including major geopolitical events and climate change”.

“As an energy company with significant exposure to the entire LNG value chain, Jera’s disclosure of the risks facing the LNG industry and how the company intends to manage those risks is severely lacking,” it added.

The complaint also said LNG demand projections in key growth markets in Asia have been cut because of limited availability and high prices caused in part by Russia’s invasion of Ukraine, with volatility expected to continue for years to come.

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Jera also failed to produce an analysis demonstrating the risks and its alignment with decarbonising on a pathway to net-zero emissions by 2050, it added.

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The complaint is part of a growing number of actions taken by shareholders, conservation groups and others against fossil fuel companies accusing them of misleading conduct or investment decisions that threaten to accelerate climate change.

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[ SGX Whistleblower Complaint by Market Force is available here ]