Two directors have stood down from the board of Singapore-based fintech Triterras following a disagreement over the company’s response to allegations of related party transactions.
Triterras says in a regulatory filing to the Securities and Exchange Commission (SEC) that Matthew Richards and Vanessa Slowey resigned as directors on April 22. The duo have also terminated their membership of the company’s audit and compensation committees.
Richards’ resignation letter, addressed to Triterras chief executive and chairman Srinivas Koneru, says the decision was taken after a meeting of the board of directors on April 21.
“It is clear that the chairman and the company’s interim general counsel’s office have very different views to my own as to the optimal path forward for the company at this extremely challenging time,” he writes.
“I strongly believe that the company’s board must be united in its approach as to how the company will respond to the resignation of the company’s auditors and the allegations made in the January 14, 2021 short position article.”
Those allegations refer to Triterras’ blockchain-based trade finance platform, Kratos.
US-based short seller Phase 2 Partners published a detailed report in January alleging that Triterras had understated the proportion of Kratos trade finance transactions that were in fact carried out by companies linked to two directors.
The report claimed that between June 2019 and August 2020, nearly two-thirds of Kratos trades were carried out by companies linked to Rhodium Resources or Longview Resources, a far higher proportion than disclosed by the company.
Rhodium was founded by Triterras chief executive Koneru, while Longview is headed up by Rick Maurer – owner of Netfin, a special purpose vehicle that acquired Triterras in November 2020.
Koneru has made no secret of his plans to use his Rhodium connections to “kickstart” activity on Kratos, but told investors that the share of trade volumes involving independent parties would grow organically as more companies sign up.
Phase 2’s claims were based on blockchain-based records of Kratos transactions over the period in question.
Triterras has maintained that some of the information published was not taken from the blockchain, but GTR has been able to replicate and verify samples of Phase 2’s research, revealing that transaction data is publicly viewable without any specialist knowledge or equipment.
In January, Triterras responded to the short seller claims with the launch of an “independent investigation” undertaken by a law firm and overseen by its board of directors’ audit committee, with the intention to “address and rebut” the allegations made.
When approached by GTR in March, the company would not say whether a law firm has yet been appointed, or when its review is likely to be published, and did not state whether a new auditor has been appointed after the resignation of KPMG in January.
Richards and Slowey did not respond when contacted by GTR.
Richards, who is founder and managing director of the Watiga group of legal, trust and professional services companies, says in his resignation letter he “wish[es] the company and the board the best going forward down the path that has been chosen”.
Slowey did not discuss the reasons for her resignation in her letter.
Triterras has since made three new appointments to its board of directors, bringing in Yong-Moon Kim, Jayapal Ramasamy and Lilian Koh.
“All three individuals bring unique and valuable experiences to our company and we look forward to benefitting from their collective insights and extraordinary expertise as we execute our growth strategy,” Koneru says.
“I would also like to thank Matthew and Vanessa for their valuable contributions to the board. We wish them both all the best in their future pursuits.”
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