HUIZHOU, China, March 29, 2011 /PRNewswire-Asia-FirstCall/ --
China Intelligent Lighting and Electronics, Inc. (NYSE Amex: CIL)
(the "Company"), today announced that the Company's engagement with
its registered independent accounting firm, MaloneBailey LLP
("MaloneBailey"), has been formally terminated. On
March 23, 2011, the Company provided
notice of termination to MaloneBailey as the Company's auditor,
effective immediately. On March 24,
2011, the Company received a notice of resignation from
MaloneBailey ("Resignation Letter") indicating that MaloneBailey is
terminating its engagement with the Company, effective immediately.
The Company has begun to seek to retain a new auditor.
The Resignation Letter described MaloneBailey's resignation
being due to accounting fraud involving forging of the Company's
accounting records and forging bank statements, in addition to
other discrepancies identified in the Company's accounts
receivable. The Resignation Letter indicated that MaloneBailey
believed that the accounting records of the Company have been
falsified, which constitutes an illegal act. Furthermore,
MaloneBailey's letter notes that the discrepancies could indicate a
material error in previously issued financial statements. As
a result, MaloneBailey stated that it is unable to rely on
management's representations as they relate to previously issued
financial statements and it can no longer support its opinion
related to the Company's financial statements for the year ended
and as of December 31, 2009.
On March 24, 2011, Michael Askew resigned as a member of the Board
of Directors of the Company, effective immediately, including his
position as the Chairman of the Company's Audit Committee.
Mr. Askew submitted his resignation to the Board via email on
March 24, 2011, approximately the
twelve month anniversary of appointment, indicating that his
resignation was due to, among other things, the circumstances
relevant to his limited ability to provide assistance and advice to
the Company in the present situation, including but not limited to
the Board not seeking Mr. Askew's input or professional services
during his term on the Board.
On March 24, 2011, the Company
received a preliminary information request from Amex requesting
additional information. The Company intends to fully cooperate with
NYSE Amex regarding this matter.
The Company was also recently notified by the staff of the U.S.
Securities and Exchange Commission ("SEC") that it has initiated a
formal, nonpublic investigation into whether the Company had made
material misstatements or omissions concerning its financial
statements, including cash accounts and accounts
receivable. The SEC has informed the Company that the
investigation should not be construed as an indication that any
violations of law have occurred. On March
24, 2011, the SEC served the Company a subpoena for
documents relating to the matters under review by the SEC. The
Company is committed to cooperating with the SEC. It is not
possible at this time to predict the outcome of the SEC
investigation, including whether or when any proceedings might be
initiated, when these matters may be resolved or what, if any,
penalties or other remedies may be imposed.
In light of these events, the Board of Directors of the Company
has formed a Special Investigation Committee consisting of
independent members of the Board of Directors to launch an
investigation with respect to the concerns of MaloneBailey. The
Committee is authorized to retain experts and advisers, including a
forensic accounting firm and independent legal advisors, in
connection with its investigation. The Company does not intend
to provide further comment regarding the allegations until after
the conclusion of the Special Committee's investigation.
The Company expects that the filing of its Annual Report on Form
10-K for the year ended December 31,
2010 will be delayed until completion of the internal
investigation, engagement of a new auditor and audit of the
Company's financial statements. The Company is unable to
provide an estimated date of filing of the Form 10-K at this
time.
About China Intelligent Lighting and Electronics,
Inc.
China Intelligent Lighting and Electronics, Inc. (NYSE Amex:
CIL) is a China-based company that
provides a full range of lighting solutions, including the design,
manufacture, sales and marketing of high-quality LED and other
lighting products for the household, commercial and outdoor
lighting industries in China and
internationally. The Company currently offers over 1,000 products
that include LEDs, long life fluorescent lights, ceiling lights,
metal halide lights, super electric transformers, grille spot
lights, down lights, and recessed and framed lighting.
www.hyundai-elc.com/english/
Forward-Looking Statements
Safe Harbor Statement Under the Private Securities Litigation
Reform Act of 1995: Certain of the statements made in the press
release constitute forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. These
statements can be identified by the use of forward-looking
terminology such as "believe," "expect," "may," "will," "should,"
"project," "plan," "seek," "intend," or "anticipate" or the
negative thereof or comparable terminology. Such statements
typically involve risks and uncertainties and actual results could
differ materially from the expectations reflected in such
forward-looking statements as a result of a variety of factors,
including the Company's ability to complete an internal
investigation in a timely manner; the discovery of additional
issues related to the Company's accounting records which may extend
the investigation; costs and expenses incurred by the Company
related to such investigation, including legal and other
professional service fees, and the ultimate findings and
conclusions of such investigation; the ability to engage a new
independent auditor and file its Form 10-K for the year ended
December 31, 2010 within a reasonable
period; potential delisting from NYSE Amex due to matters related
to the termination of engagement of its auditors, resignation of
Chairman of Audit Committee, failure to have filed with the SEC all
periodic reports, and/or any other issues of noncompliance with
NYSE Amex listing rules; the Company's inability to adequately
respond to the SEC's investigation orders; the Company's inability
to efficiently deploy resources to manage the process or complete
it on a timely basis; the Company's ability to generate sufficient
revenue to offset costs and expenses that include research and
development; collectability of trade receivables due to the Company
by its customers; the Company's ability to develop and market new
products; the Company's ability to extend the term of its Trademark
License Agreement to use the Hyundai™ trademark; the Company's
ability to accurately forecast amounts of supplies needed to meet
customer demand; the market acceptance of its products; exposure to
product liability and defect claims; fluctuations in the
availability of raw materials and components needed for the
Company's products; changes in the laws of the PRC that affect the
Company's operations; and the Company's ability to obtain all
necessary government certifications, approvals, and/or licenses to
conduct its business. New risk factors emerge from time to
time and the Company cannot predict all such risk factors, nor can
it assess the impact of all such risk factors on the Company's
business or the extent to which any factor, or combination of
factors, may cause actual results to differ materially from those
contained in any forward-looking statements.
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For more information, please
contact:
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Investor Relations:
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China Intelligent Lighting and
Electronics, Inc.
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Peter Zhu
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Tel: +1-646-380-2453
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Taylor Rafferty, US
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Delia Cannan, Investor
Relations
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Tel: +1-212-889-4350
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Email: ChinaIntelligentLighting@taylor-rafferty.com
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Taylor Rafferty, Hong
Kong
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Amy Cheng, Investor
Relations
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Tel: +852-3196-3712
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Email: ChinaIntelligentLighting@taylor-rafferty.com
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SOURCE China Intelligent Lighting and Electronics, Inc.