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| Announcement Title | Change - Announcement of Appointment |
| Date & Time of Broadcast | Jan 31, 2024 18:55 |
| Status | New |
| Announcement Sub Title | Appointment of Independent Non-Executive Director - Hoon Chee Wai |
| Announcement Reference | SG240131OTHR7N00 |
| Submitted By (Co./ Ind. Name) | Derek Goh Yong Sian |
| Designation | Company Secretary |
| Description (Please provide a detailed description of the event in the box below) | Appointment of Hoon Chee Wai as Independent Non-Executive Director |
| Additional Details | |
| Date Of Appointment | 01/02/2024 |
| Name Of Person | Hoon Chee Wai |
| Age | 55 |
| 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 the recommendation from the Nominating Committee, the Board of Directors (the "Board" ) after having reviewed and considered the qualification, working experience, and independence of Hoon Chee Wai ("Mr Hoon"), has approved the appointment of Mr Hoon as an Independent Non-Executive Director of the Company. The Board considers Mr Hoon 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 Audit and Risk Management Committee and Member of Remuneration Committee |
| Professional qualifications | Bachelor of Accountancy, 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 | March 2022 to present: Chief Operating Officer of Intraco Limited January 2017 to May 2020: Senior Vice President, Group Finance and Corporate Development of Landing International Development Limited September 2012 to April 2016: Senior Vice President, Corporate Development of Genting Singapore 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: Autumnglow Pte. Ltd. Fynthesize Pte. Ltd. Happy Bay Pte. Ltd. Dajoga Consulting Ltd Landing Jeju Development Co., Ltd Landing Resorts Philippines Development Corporation Intraco Limited Tat Hong Intraco Pte Ltd Tee International Limited The Property Market Pte. Ltd. |
| Present | Directorships: Intraco International Pte Ltd Intraco Prime Pte. Ltd. K.A. Group Holdings Pte. Ltd. K.A. Building Construction Pte Ltd K.A. Fireproofing Pte Ltd K.A. Fabric Shutters Pte Ltd K.A. FireLite Pte. Ltd. K.A. Vermiculite Spray Sdn Bhd Kinergy Corporation Ltd MJF Capital Pte. Ltd. Provenance Treasures Pte. Ltd. Taurus Point Capital Pte. Ltd. Yongmao Holding Ltd Other Principal Commitment: Intraco Limited, Chief Operating Officer |
| (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? | No |
| (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 | Yes |
| If Yes, Please provide full details | In February 2022 Mr Hoon, in his capacity as a non-executive independent director of Tee International Limited, had assisted the Commercial Affairs Department with an investigation into an offence under the Securities and Futures Act 2001. On 18 January 2024, the SGX-ST Listings Disciplinary Committee reprimands Tee International Limited and its former Group CEO for breaching Mainboard Rules 703(1)(a) by failing to disclose certain claims served on the Company's wholly-owned subsidiary and Mainboard Rule 719(1) by failing to have in place adequate and effective systems of internal controls and risk management systems to monitor the claims received by the Group and escalate such matters to the Board for timely disclosure. |
| (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 | Present: Non-Executive Independent Director of Yongmao Holdings Limited and Kinergy Corporation Ltd Past: Non-Executive Independent Director of Intraco Limited and Tee International Limited |