NutryFarm International Limited (Under Judicial Management): Key Updates on Independent Review and Legal Actions

NutryFarm International Limited, currently under Judicial Management, has released significant updates regarding its ongoing compliance and legal matters that are highly relevant for shareholders and potential investors.

Key Points from the Latest Announcement

• Completion of Independent Review: The Company engaged FTI Consulting Pte Ltd as the Independent Reviewer, following a directive from Singapore Exchange Regulation Pte. Ltd. (SGX RegCo). The review investigated critical transactions and financial dealings of NutryFarm, notably:
  • The circumstances surrounding the Proposed Acquisition of First Linkage, including a refundable deposit of HK\$91.4 million paid to Mr. Wang Xiaoxin and efforts to recover this deposit.
  • Investigations into the Proposed Acquisition of Xinjiang Zhongtong Internet Science and Technology Development Co., Ltd.
  • Examination of advance payments totaling RMB 26,810,000 made to Chengdu Meili Tianyuan Agriculture Co. Ltd.
• Submission of Review Report: The Independent Reviewer has completed their work and submitted the full report, along with an executive summary, to SGX RegCo on 11 December 2025. The executive summary is attached to the company’s latest announcement.

Shareholder-Relevant and Price-Sensitive Information

• Legal Proceedings Initiated: In light of the findings in the Independent Review, NutryFarm has commenced legal action against former directors and certain third parties in the General Division of the High Court of Singapore. The claims include:
  • Breach of fiduciary duties owed to the Company.
  • Allegations of dishonest assistance and/or knowing receipt.

  These proceedings are referenced as case “HC/OC 502/2025”.

• Uncertainty Over Conversion Shares: The Company cautions that there is no certainty or assurance at this stage that the allotment and issuance of the Conversion Shares will be completed. This uncertainty may affect share value and investor decisions.
• Continued Suspension of Trading: Trading in NutryFarm’s securities remains voluntarily suspended since 11 April 2022. The Judicial Manager will continue to provide material updates via SGXNET as developments arise.

What Investors Need to Watch

• The outcome of the legal claims against former directors and third parties could have a significant impact on the company’s financial recovery and governance reputation.
• Any resolution regarding the recovery of the HK\$91.4 million refundable deposit, as well as other funds under investigation, may materially affect the company’s asset position.
• The completion or failure of the Conversion Shares process is a key event that could influence share price upon the resumption of trading.

Investors are strongly advised to monitor further announcements from NutryFarm International Limited, consult professional advisers, and exercise caution in their investment decisions, especially given the ongoing suspension and pending legal outcomes.

Disclaimer: This article is for informational purposes only and does not constitute financial advice or a recommendation to buy or sell any securities. Investors should conduct their own research or consult their financial advisers for guidance specific to their situation.

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