News
Change - Announcement Of Re-Designation Of Independent Director To Non-Independent Non-Executive Director
BackJan 17, 2022
| Announcement Title | Change - Announcement of Appointment |
| Date & Time of Broadcast | Jan 17, 2022 17:46 |
| Status | New |
| Announcement Sub Title | RE-DESIGNATION OF INDEPENDENT DIRECTOR TO NON-INDEPENDENT NON-EXECUTIVE DIRECTOR |
| Announcement Reference | SG220117OTHR4C2Q |
| Submitted By (Co./ Ind. Name) | Lim Kuoh Yang |
| Designation | Chief Executive Officer |
| Description (Please provide a detailed description of the event in the box below) | Ms Gan Siew Lian has been re-designated from Independent Director to Non-Independent Non-Executive Director with effect from 1 January 2022. This announcement has been reviewed by the Company's Sponsor, PrimePartners Corporate Finance Pte. Ltd. (the "Sponsor"). It has not been examined or approved by the Singapore Exchange Securities Trading Limited (the "Exchange") and the Exchange assumes no responsibility for the contents of this document, including the correctness of any of the statements or opinions made or reports contained in this document. The Sponsor has also not drawn on any specific technical expertise in its review of this announcement. The contact person for the Sponsor is Ms Lim Hui Ling, 16 Collyer Quay, #10-00 Income at Raffles, Singapore 049318, sponsorship@ppcf.com.sg |
| Additional Details | |
| Date Of Appointment | 01/07/2012 |
| Name Of Person | Gan Siew Lian |
| Age | 56 |
| Country Of Principal Residence | Singapore |
| Date of last re-appointment (if applicable) | 30/04/2021 |
| The Board's comments on this appointment (including rationale, selection criteria, and the search and nomination process) | Ms Gan has served on the Board of the Company for more than nine years. She will therefore not be considered independent under Catalist Rule 406(3)(d)(iii), which took effect from 1 January 2022. As such, the Board, upon recommendation of the Nominating Committee, approved the re-designation of Ms Gan from Independent Director to Non-Independent Non-Executive Director of the Company with effect from 1 January 2022. Ms Gan had abstained from the deliberations and decision-making in relation to the aforesaid re-designation. Following her re-designation, Ms Gan will remain as a member of the Audit Committee, Remuneration Committee and Nominating Committee of the Company. Mr Tan Poh Chye Allan has been appointed chairman of the Nominating Committee. At the forthcoming annual general meeting of the Company, approval for Ms Gan's appointment as an independent director of the Company will be sought from (a) all shareholders; and (b) all shareholders, excluding directors, chief executive officer, and their associates, in accordance with Catalist Rule 406(3)(d)(iii). Upon receipt of the aforesaid approval, Ms Gan will be re-designated as an Independent Director of the Company. |
| Whether appointment is executive, and if so, the area of responsibility | Non-Executive |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | Non-Executive Director |
| Professional qualifications | Bachelor's Degree in Computing and Accounting, University of Kent at Canterbury, UK Master of Business Administration in International Business, University of South Australia, Australia Graduate Diploma in Marketing, Chartered Institute of Marketing, UK and Marketing Institute of Singapore, 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 | Nil |
| Conflict of interests (including any competing business) | Nil |
| Working experience and occupation(s) during the past 10 years | July 2019 - December 2021 -Nanyang Technological University, Deputy Director, Student Administration Transformation Management August 2017 - June 2019 - Galaxy Professional Services Limited, Vice President (Change Management) November 2014 to August 2017- Singtel, Director, Transformation Management Office March 2006 to August 2013 - Ericsson Telecommunications Pte Ltd, Regional Project Manager |
| 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) | Nil |
| Present | Nil |
| (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 | 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 | Ms Gan has been a Director of the Company since 1 July 2012 |
| Please provide details of relevant experience and the nominating committee's reasons for not requiring the director to undergo training as prescribed by the Exchange (if applicable) | Not applicable |