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Change - Announcement Of Cessation Of Lead Independent Non-Executive Director
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Oct 14, 2024
| Announcement Title | Change - Announcement of Cessation |
| Date & Time of Broadcast | Oct 14, 2024 22:35 |
| Status | New |
| Announcement Sub Title | Cessation of Lead Independent Non-Executive Director |
| Announcement Reference | SG241014OTHR4N8P |
| Submitted By (Co./ Ind. Name) | Lim See Hoe |
| Designation | Executive Chairman and Chief Executive Officer |
| Description (Please provide a detailed description of the event in the box below) | Cessation of Lead Independent Non-Executive Director. This announcement has been reviewed by the Company's Sponsor, SAC Capital Private Limited (the "Sponsor"). This announcement has not been examined or approved by the Singapore Exchange Securities Trading Limited (the "SGX-ST") and the SGX-ST assumes no responsibility for the contents of this announcement, including the correctness of any of the statements or opinions made or reports contained in this announcement. The contact person for the Sponsor is Ms Audrey Mok (Tel: (65) 6232 3210) at 1 Robinson Road, #21-00 AIA Tower, Singapore 048542. |
| Additional Details | |
| Name Of Person | Kwah Thiam Hock |
| Age | 78 |
| Is effective date of cessation known? | Yes |
| If yes, please provide the date | 30/10/2024 |
| Detailed Reason (s) for cessation | To facilitate Board rejuvenation, Mr Kwah Thiam Hock ("Mr Kwah"), who has served on the Board for more than nine years from the date of his first appointment, will be retiring by way of rotation at the forthcoming annual general meeting of the Company to be held on 30 October 2024 ("AGM") and will not be seeking for re-election as a Director of the Company. Accordingly, Mr Kwah will retire as Lead Independent Non-Executive Director at the conclusion of the AGM. In conjunction with Mr Kwah's cessation, he will also relinquish his position as Chairman of the Audit and Risk Committee and a member of the Nominating Committee and Remuneration Committee of the Company. The Sponsor, after having interviewed Mr Kwah, is satisfied that there are no other material reasons for his retirement as Lead Independent Non-Executive Director of the Company. |
| Are there any unresolved differences in opinion on material matters between the person and the board of directors, including matters which would have a material impact on the group or its financial reporting? | No |
| Is there any matter in relation to the cessation that needs to be brought to the attention of the shareholders of the listed issuer? | Yes |
| If Yes, Please provide full details | In view of Mr Kwah's cessation, the number of members in each of the Audit and Risk Committee, Nominating Committee and Remuneration Committee will fall below the minimum number of three members as required under the Code of Corporate Governance 2018. The Company is cognisant of Rule 704(7) of the Listing Manual Section B: Rules of Catalist of the SGX-ST, which states that in the event of any cessation which renders the audit committee unable to meet the minimum number (not less than three), the issuer should endeavour to fill the vacancy within two months, but in any case not later than three months. The Company will endeavour to fill the vacancies within two months, but in any case, no later than three months, from 30 October 2024. |
| Any other relevant information to be provided to shareholders of the listed issuer? | No |
| Date of Appointment to current position | 05/05/2009 |
| Does the AC have a minimum of 3 members (taking into account this cessation)? | No |
| Number of Independent Directors currently resident in Singapore (taking into account this cessation) | 2 |
| Number of cessations of appointments specified in Listing Rule 704 (7) or Catalist Rule 704 (6) over the past 12 months | 0 |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | Lead Independent Non-Executive Director, Chairman of the Audit and Risk Committee and a member of the Nominating Committee and Remuneration Committee |
| Role and responsibilities | Non-Executive |
| Familial relationship with any director and/ or substantial shareholder of the listed issuer or of any of its principal subsidiaries | Nil |
| Shareholding interest in the listed issuer and its subsidiaries? | No |
| Past (for the last 5 years) | Wilmar International Limited Excelpoint Technology Ltd. IFS Capital Limited Pivot Medical Pte. Ltd. PM Shipping Pte. Ltd. Roberto 16 Pte. Ltd. Allianz 2012 Pte. Ltd. |
| Present | Philip Ventures Enterprise Fund 6 Ltd. Philip Ventures Enterprise Fund 6B Ltd. |
