| Announcement Title | Change - Announcement of Appointment |
| Date & Time of Broadcast | Jun 30, 2022 21:59 |
| Status | New |
| Announcement Sub Title | Appointment of Pong Chen Yih as Independent Non-Executive Director |
| Announcement Reference | SG220630OTHRTBJ2 |
| Submitted By (Co./ Ind. Name) | Sim Yong Siang |
| Designation | Founding Chairman |
| Description (Please provide a detailed description of the event in the box below) | Appointment of Pong Chen Yih as Independent Non-Executive Director. |
| Additional Details | |
| Date Of Appointment | 01/07/2022 |
| Name Of Person | Pong Chen Yih |
| Age | 46 |
| 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) | The Nominating Committee has recommended the appointment of Mr Pong Chen Yih ("Mr Pong") as Non-Executive Independent Director of the Company. The Board of Directors, having considered the Nominating Committee's recommendation and reviewed the qualifications and work experience of Mr Pong, believes that Mr Pong's experience would be beneficial to the Group and approved Mr Pong's appointment as Non-Executive Independent Director of the Company. |
| Whether appointment is executive, and if so, the area of responsibility | Non-Executive and Independent |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | Non-Executive and Independent Director, Chairman of the Nominating Committee and a Member of the Audit and Remuneration Committees. |
| Professional qualifications | Bachelor of Law, National University of 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) | Nil |
| Working experience and occupation(s) during the past 10 years | 1. Novus Corporate Finance Pte Ltd [Director and Chief Operating Officer (June 2018 - Present)] 2. Baker Mckenzie.Wong & Leow [Head of Singapore Domestic Capital Markets Group (October 2014 - June 2018) and a member of Asia Pacific Capital Markets Steering Committee (October 2014 - June 2018)] 3. WongPartnership LLP [Partner of Equity Capital Markets Group (January 2008 - October 2014) and Associate of Equity Capital Markets Group (March 2003 - December 2007)] |
| 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) | 1. Umbrella Ventures Pte. Ltd. |
| Present | 1. Figtree Holdings Limited 2. Grand Venture Technology Limited 3. Novus Investment Holdings Pte. Ltd. 4. Novus Corporate Finance Pte. Ltd. 5. Acumen Holdings Pte. Ltd. |
| (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 Pong Chen Yih was a Non-Executive Director of Umbrella Ventures Pte. Ltd. from August 2020 to June 2021. He was not involved in the day to day management of Umbrella Ventures during the period of his directorship. Following his stepping down as a director, he was informed that Umbrella Ventures was placed under creditors' voluntary liquidation on 21 September 2021 as it was unable to meet its debts as and when they fell due, due to the COVID-19 situation in Singapore which had a significant impact on its business operations in the food and beverage industry. As at the date of this declaration, Umbrella Ventures Pte. Ltd. is still under creditors' voluntary liquidation. |
| (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 Pong has been an independent director of Figtree Holdings Limited and Grand Venture Technology Limited since 8 October 2013 and 11 January 2019 respectively. |