Ann: GENERAL: DIL: Market Announcement and Form 8

• Release Date: 30/01/14 13:33
• Summary: GENERAL: DIL: Market Announcement and Form 8-K Document
• Price Sensitive: No
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					DIL
30/01/2014 11:33
GENERAL

REL: 1133 HRS Diligent Board Member Services INC (NS)

GENERAL: DIL: Market Announcement and Form 8-K Document

January 29, 2014
Diligent Board Member Services, Inc.

As previously disclosed, Diligent Board Member Services, Inc. (the
"Company"), announced that it would restate its financial statements for the
fiscal years ended December 31, 2012, 2011, and 2010 and its unaudited
interim financial statements for the fiscal quarter ended March 31, 2013.
The Audit Committee retained Deloitte & Touche LLP to re-audit the Company's
financial statements for the fiscal years ending December 31, 2012, 2011 and
2010.

In connection with the restatement and re-audit of the Company's financial
statements, the Company has determined that it misclassified a note
receivable relating to a promissory note with an original principal amount of
approximately US$ 6.8 million from its accounting predecessor entity,
Services Share Holding, LLC (the "SSH Note").  The receivable, which was paid
in full with cash and shares and retired in 2012, was recorded as an asset
instead of a deduction from stockholders' equity for the periods the SSH Note
remained outstanding, which encompassed each of the Company's fiscal years
from its formation in 2007 through the final repayment of the promissory note
in 2012.

At the time the SSH Note was originated, the Company, in consultation with
its prior independent registered public accounting firm, had determined that
it was appropriate to recognize the SSH Note as an asset.  The effect of the
reclassification of the SSH Note was material to the Company's financial
statements for the fiscal years ended December 31, 2007, 2008, 2009, 2010,
2011 and 2012.

The Company expects to correct this error by reducing the assets reflected on
its balance sheet, and stockholders equity, by the amount of the note
receivable outstanding at the end of each relevant fiscal period and
eliminating impairment charges and recoveries of impairment charges related
to the note from its income statements. The corrections to the balance sheet
and income statement are non-cash adjustments and do not affect the Company's
cash flow or revenue.  It is not currently anticipated that the accounting
corrections required in connection with the reclassification of the note
receivable will impact the Company's timing to complete its previously
announced restatement.

Accordingly, pursuant to the requirements of the US Securities and Exchange
Commission, the Company has filed a Form 8-K to report that the Company's
financial statements for the historical periods affected by the
classification of the SSH Note should no longer be relied upon.  In addition,
any previously issued press release or other publicly issued statement by the
Company containing financial information for such fiscal years and the
interim periods within such fiscal years should not be relied upon. ?

Investor inquiries:
Sonya Joyce
Phone: +64 4 894 6912

Media inquiries:
Geoff Senescall
Phone: +64 21 481 234
End CA:00246510 For:DIL    Type:GENERAL    Time:2014-01-30 11:33:09