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| Announcement Title | Change - Announcement of Appointment |
| Date & Time of Broadcast | Jul 31, 2024 21:01 |
| Status | New |
| Announcement Sub Title | Appointment of Independent Non-Executive Director - Tan Soon Liang |
| Announcement Reference | SG240731OTHRP6OM |
| Submitted By (Co./ Ind. Name) | Ang Lay Kheng |
| Designation | Chief Financial Officer and Company Secretary |
| Description (Please provide a detailed description of the event in the box below) | Appointment of Tan Soon Liang as Independent Non-Executive Director |
| Additional Details | |
| Date Of Appointment | 31/07/2024 |
| Name Of Person | Tan Soon Liang |
| Age | 51 |
| Country Of Principal Residence | Singapore |
| The Board's comments on this appointment (including rationale, selection criteria, board diversity considerations, and the search and nomination process) | With recommendation from the Nominating Committee, the Board of Directors (the "Board") after having reviewed and considered the qualification, expertise, working experience and independence of Tan Soon Liang ("Mr Tan"), has approved the appointment of Mr Tan as an Independent Non-Executive Director of the Company. The Board considers Mr Tan to be independent for the purpose of Rule 704(8) of the Listing Manual of the Singapore Exchange Securities Trading Limited. |
| Whether appointment is executive, and if so, the area of responsibility | Non-Executive |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | Independent Non-Executive Director, Chairman of Remuneration Committee and Member of Audit and Risk Management Committee |
| Professional qualifications | - CFA Charterholder, CFA Institute (United States of America) - Member of the Singapore Institute of Directors - Master of Business Administration Degree, University of Hull (United Kingdom) - Bachelor of Business (Honours) Degree, Nanyang Technological University (Singapore) |
| Any relationship (including immediate family relationships) with any existing director, existing executive officer, the issuer and/ or substantial shareholder of the listed issuer or any of its principal subsidiaries | No |
| Conflict of interests (including any competing business) | No |
| Working experience and occupation(s) during the past 10 years | May 2009 to Present: Managing Director of Ti Ventures Pte. Ltd. December 2014 to Present: Managing Director of Omnibridge Capital Pte. Ltd. June 2010 to June 2015: Managing Director of Ti Investment Holdings Pte. Ltd. |
| Undertaking submitted to the listed issuer in the form of Appendix 7.7 (Listing Rule 704(7)) Or Appendix 7H (Catalist Rule 704(6)) | Yes |
| Shareholding interest in the listed issuer and its subsidiaries? | No |
| # These fields are not applicable for announcements of appointments pursuant to Listing Rule 704 (9) or Catalist Rule 704 (8). | |
| Past (for the last 5 years) | Directorships - GDS Global Limited - Clearbridge Health Limited - Colex Holdings Limited - Allin Holdings Pte. Ltd. - Wong Fong Industries Limited Other Principal Commitments Nil |
| Present | Directorships - ISDN Holdings Limited - Choo Chiang Holdings Ltd. - ValueMax Group Limited - Far East Group Limited - Ti Ventures Pte. Ltd. - Ti Investment Holdings Pte. Ltd. - Omnibridge Investments Ltd - Omnibridge Capital Ltd - Omnibridge Capital Pte. Ltd. - ACH Investors Pte. Ltd. - Omnibridge Investments Pte. Ltd. - Omnibridge Investment Partners Pte. Ltd. - Spectra Secondary School Other Principal Commitments - Nanyang Technological University, Vice President of Nanyang Business School Alumni Association |
| (a) Whether at any time during the last 10 years, an application or a petition under any bankruptcy law of any jurisdiction was filed against him or against a partnership of which he was a partner at the time when he was a partner or at any time within 2 years from the date he ceased to be a partner? | No |
| (b) Whether at any time during the last 10 years, an application or a petition under any law of any jurisdiction was filed against an entity (not being a partnership) of which he was a director or an equivalent person or a key executive, at the time when he was a director or an equivalent person or a key executive of that entity or at any time within 2 years from the date he ceased to be a director or an equivalent person or a key executive of that entity, for the winding up or dissolution of that entity or, where that entity is the trustee of a business trust, that business trust, on the ground of insolvency? | Yes |
| If Yes, Please provide full details | Mr Tan was a non-executive director of T10 Lifestyle Concepts Pie Ltd ("T10") from April 2011 to November 2015, a company incorporated in Singapore. He was a non-executive nominee director on the board of directors of T10, representing the interests of Ti Investment Holdings Pte. Ltd., which had a 60.0% shareholding in T10. During the period of his directorship in T10, he was not involved in the daily business operations nor financial management of T10. On 12 November 2015, T10 was dissolved pursuant to a compulsory winding up application. |
| (c) Whether there is any unsatisfied judgment against him? | No |
| (d) Whether he has ever been convicted of any offence, in Singapore or elsewhere, involving fraud or dishonesty which is punishable with imprisonment, or has been the subject of any criminal proceedings (including any pending criminal proceedings of which he is aware) for such purpose? | No |
| (e) Whether he has ever been convicted of any offence, in Singapore or elsewhere, involving a breach of any law or regulatory requirement that relates to the securities or futures industry in Singapore or elsewhere, or has been the subject of any criminal proceedings (including any pending criminal proceedings of which he is aware) for such breach? | No |
| (f) Whether at any time during the last 10 years, judgment has been entered against him in any civil proceedings in Singapore or elsewhere involving a breach of any law or regulatory requirement that relates to the securities or futures industry in Singapore or elsewhere, or a finding of fraud, misrepresentation or dishonesty on his part, or he has been the subject of any civil proceedings (including any pending civil proceedings of which he is aware) involving an allegation of fraud, misrepresentation or dishonesty on his part? | No |
| (g) Whether he has ever been convicted in Singapore or elsewhere of any offence in connection with the formation or management of any entity or business trust? | No |
| (h) Whether he has ever been disqualified from acting as a director or an equivalent person of any entity (including the trustee of a business trust), or from taking part directly or indirectly in the management of any entity or business trust? | No |
| (i) Whether he has ever been the subject of any order, judgment or ruling of any court, tribunal or governmental body, permanently or temporarily enjoining him from engaging in any type of business practice or activity? | No |
| (j) Whether he has ever, to his knowledge, been concerned with the management or conduct, in Singapore or elsewhere, of the affairs of :- | |
| (i) any corporation which has been investigated for a breach of any law or regulatory requirement governing corporations in Singapore or elsewhere; or | No |
| (ii) any entity (not being a corporation) which has been investigated for a breach of any law or regulatory requirement governing such entities in Singapore or elsewhere; or | No |
| (iii) any business trust which has been investigated for a breach of any law or regulatory requirement governing business trusts in Singapore or elsewhere; or | No |
| (iv) any entity or business trust which has been investigated for a breach of any law or regulatory requirement that relates to the securities or futures industry in Singapore or elsewhere, in connection with any matter occurring or arising during that period when he was so concerned with the entity or business trust? | No |
| (k) Whether he has been the subject of any current or past investigation or disciplinary proceedings, or has been reprimanded or issued any warning, by the Monetary Authority of Singapore or any other regulatory authority, exchange, professional body or government agency, whether in Singapore or elsewhere? | No |
| Any prior experience as a director of an issuer listed on the Exchange? | Yes |
| If Yes, Please provide details of prior experience | Mr Tan is currently an Independent Director of the following listed companies: 1. ISDN Holdings Limited 2. Choo Chiang Holdings Ltd. 3. ValueMax Group Limited 4. Far East Group Limited |