9th Jan 2026 18:17
Woodbois Limited
Update on Delisting, Audit Completion Status and Legacy Management Issues
9-1-2026
Woodbois Limited ("Woodbois" or the "Company") provides this update to explain the circumstances surrounding its delisting, the delay in completing its consolidated audit, and the historic management and governance failures that affected the Group during the 2022, 2023 and 2024 financial years.
The current Board and executive leadership team were not in place during the period in which these issues arose. Since their appointment, they have undertaken a comprehensive review of the Group's operations, financial records and governance framework. This review identified serious deficiencies and failures under the prior leadership, which materially impaired the Company's ability to meet its audit and listing obligations.
The current Board wishes to make clear that it does not endorse, condone or accept responsibility for the actions, omissions or governance practices of the former management team or certain former Non-Executive Directors.
Audit and Operational Background
Mismanagement and Control Failures (2022-2024) The review conducted by the current Board identified significant mismanagement, weak financial discipline and inadequate internal controls during the 2022, 2023 and 2024 financial years. These included poor maintenance of group-level accounting records, insufficient reconciliation between subsidiaries, lack of transparency in financial decision-making, and failure to implement basic financial governance processes. These shortcomings substantially undermined the Group's ability to prepare reliable consolidated financial statements.
Management Transition and Obstructed Handover Upon assuming responsibility, the current executive team did not receive a complete, orderly or cooperative handover from prior management. Critical financial information, supporting documentation and explanations of historic transactions were missing, incomplete or withheld.
In addition, certain former Non-Executive Directors failed to support the transition process and, in some instances, actively frustrated efforts to obtain information, clarify historic matters and progress the audit. This obstruction significantly delayed the reconstruction of records required for group reporting.
Operational Restrictions at Forestry Level Legacy issues arising during the prior management period resulted in a temporary suspension of the Company's right to operate in certain forest concessions. While these restrictions did not prevent production at sawmill and veneer facilities or export activities, they reflected weaknesses in regulatory oversight and operational governance under the former leadership. Local statutory audits were completed and processing and export operations continued.
Group Structure, Use of Funds and Financial Clarity The current Board's review highlighted limited reinvestment of Company funds into the operating business during the 2022-2024 period, constraining operational development and creating additional complexity in group reporting. These outcomes arose from decisions taken before the appointment of the current Board and management.
Governance and Adviser Challenges
The current Board encountered material difficulties in progressing key decisions, resolving audit matters and restoring compliance due to legacy governance issues, lack of cooperation from certain former Non-Executive Directors and challenges in engagement with the Company's former Nominated Adviser. These issues were inherited and not created by the present Board.
Delisting
As a direct consequence of the mismanagement, control failures, incomplete records and obstructed handover from the prior leadership period, the Company was unable to finalise and publish audited consolidated accounts within the required reporting timetable. This resulted in the suspension of trading in the Company's shares and, ultimately, its delisting.
The current Board wishes to emphasise that these circumstances were inherited and are not reflective of the standards now being applied to the business.
Current Board Position and Actions
Since its appointment, the current Board has taken decisive steps to:
• stabilise operations
• simplify the Group structure
• strengthen financial controls and reporting processes
• improve governance and accountability
• rebuild a culture of transparency and discipline
The current Board and management team are focused on rectifying historic failings, not perpetuating them, and are committed to rebuilding the business on a sustainable and professionally governed footing.
Current Focus
The Company is now operating on a private basis and is focused on restructuring, operational stability and long-term value creation. The Board remains committed to transparency with shareholders and stakeholders and will continue to provide updates as appropriate.