Oceanscape International Responds to SGX RegCo Query on Whistleblowing Complaint and Litigation Against Former Directors

Key Developments and Shareholder Updates

Oceanscape International Limited (“the Company”) has provided a comprehensive update in response to a query from the Singapore Exchange Regulation Pte Ltd (SGX RegCo) regarding the Company’s handling of a whistleblowing complaint, the status of internal investigations, and related legal actions. The information disclosed is significant and may have implications for shareholders and the Company’s share price.

1. Whistleblowing Complaint and Audit Committee Investigation

• Investigation Commenced and Legal Advisors Appointed: The Audit Committee initiated an investigation into the whistleblowing complaint by appointing Watershed Law LLC as independent legal advisors on 25 November 2025.
• Findings of Investigation: Watershed Law opined on 30 March 2026 that the complaint consisted of bare assertions with no supporting evidence. There was insufficient evidence to suggest wrongdoing or to justify civil proceedings to safeguard the Company’s interests at that time.
• Key Observations:
  • Evidentiary Gaps: The former directors and management did not provide a proper handover of company financial records. Allegations of fund misappropriation remain unsubstantiated due to lack of documentary evidence.
  • Factual Inconsistencies: Contrary to the earlier announcement, the complaint was not made by a shareholder.
  • Possible Misrepresentation: No evidence was found that the former directors (Mr. Yip Mun Foong, Mr. Geng Guilin, and Mr. Guo Zhipeng) sought or obtained legal advice about the 26 September 2025 Announcement, despite public representations to the contrary.

2. Board Action: Litigation Against Former Directors and Sponsor

• Acceptance of Findings: The Board has accepted the Audit Committee’s findings and is taking decisive action.
• Legal Proceedings Initiated: The Company commenced legal proceedings in the High Court of Singapore on 2 April 2026 against its former directors (Yip Mun Foong, Geng Guilin, and Guo Zhipeng) for alleged breaches of fiduciary duties.
• Action Against Former Sponsor: The Company has also named its former sponsor, Evolve Capital Advisory Private Limited, as a defendant in the lawsuit for issues related to the 26 September 2025 Announcement.

3. Engagement with Authorities and Ongoing Investigation

• Enquiries to Authorities: The Company’s legal counsel has reached out to the Commercial Affairs Department (CAD) and the Corruption Practices Investigation Bureau (CPIB) to check if there are ongoing investigations or reports filed regarding the complaint.
• Responses from Authorities:
  • CPIB: Replied on 8 April 2026 that they are unable to assist with the Company’s request.
  • CAD: Informed the Company on 14 April 2026 that they are still reviewing the complaint and will provide updates if there are significant developments.
• Ongoing Engagement: The Company has committed to regularly update CAD with new information and will keep shareholders informed of material developments as they arise.

Potentially Price-Sensitive Information

• The commencement of litigation against former directors and the Company’s former sponsor for alleged breaches of fiduciary duties and misrepresentations is a significant development that could impact investor confidence and share price.
• The ongoing review by CAD and the possibility of further regulatory or legal actions could also present additional risks or opportunities for the Company, depending on the outcome.
• The lack of evidence regarding the main allegations in the whistleblowing complaint may offer some reassurance, but the unresolved issues and legal proceedings introduce ongoing uncertainty.

Shareholder Guidance

Investors are advised to monitor developments closely, as further updates from CAD or progress in the litigation could materially affect the Company’s position. The Board has committed to transparency and will provide timely updates on any material changes.

Disclaimer

This article is for information purposes only and does not constitute investment advice. Investors should consult their financial advisors and consider their own circumstances before making any investment decisions. The information provided is based on company disclosures as of 20 April 2026 and may be subject to change. The author and publisher assume no responsibility for any losses or damages arising from reliance on this article.

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