NZX Regulation wants assurance that Plus SMS has appropriate corporate governance structures in place before the shares can come off suspension. Well excuse me, but when exactly has Plus SMS ever had appropriate corporate governance structures in place?

The scandal-plagued NZAX bottom feeder is a case study in poor corporate governance. It has cost investors millions of dollars, made a mockery of our so-called listing rules and securities legislation, while stamping another black mark on the reputation of this country’s capital markets.

News that the entire board of directors resigned last week – only to rejoin the company a day later as a result of “miscommunication” is unsurprising.

For a company that supposedly specialises in communication technology, its own record of communication is abysmal.

But the Plus SMS saga should never have got this far.

In late 2005, after a backdoor listing using the shell of RetailX, Plus SMS issued 240 million shares at 5c.

The shares shot to 82c, valuing the company at over $240 million, despite the company having no revenue, on the back of some blatant ramping on internet chat sites.

Then, of course, in September 2006 Plus SMS announced a "strategic review and restructure" while declaring it had made a number of "unrealistic statements".

“Some of its earlier news releases were "incorrect," the company said.

The Securities Commission launched its investigation shortly after, an investigation we are still waiting on.

Since then the company has farewelled its chief commercial officer, chief executive and chief financial officer in the past year. The company also apologized to founder Garry Donoghue for “any disparaging comments made about him by representatives of Plus SMS Holdings,”

Ex-chief executive Christopher Tiensch was forced out along with CFO Les Coates – a situation still being contested in US courts.

The case is likely to involve Tiensch’s remuneration. He was paid a staggering $642,706 in 2008 and was eligible for “share-based payments of a further $725,115.

That's a total package of $1.37 million - for a company that made a $7 million loss.

The question many shareholders are asking is who actually controls Plus SMS?

There are few clues are in the latest annual report.

The largest shareholder is Laddara Pty Limited with 11.10%. Absolutely nothing is known about this company.

The next largest shareholder is Hewon Capital with 8.05%.

Hewon is a European consortium led by internet entrepreneur Rob Hersov, who NBR understands has business ties to Hanover co-owner Eric Watson.

The third largest shareholder is EJB Limited, with 6.93%. A director of EJB is John Sorenson, a financier and backroom dealer, who was involved in Plus SMS's backdoor listing through the shell of RetailX.

The Securities Commission should release its findings soon before more investors get burnt.