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Change - Announcement Of Re-Designation Of Mr. Basil Chan As A Non-Independent And Non-Executive Chairman

BackOct 07, 2024
Announcement Title Change - Announcement of Appointment
Date & Time of Broadcast Oct 7, 2024 7:11
Status New
Announcement Sub Title Announcement of Appointment
Announcement Reference SG241007OTHRDE7X
Submitted By (Co./ Ind. Name) Ler Ching Chua
Designation Company Secretary
Description (Please provide a detailed description of the event in the box below) Re-designation of Mr. Basil Chan as a Non-Independent and Non-Executive Chairman with effect from the conclusion of 2024 Annual General Meeting.
Additional Details
Date Of Appointment 24/10/2024
Name Of Person Basil Chan
Age 73
Country Of Principal Residence Singapore
Date of last re-appointment (if applicable) 01/08/2024
The Board's comments on this appointment (including rationale, selection criteria, board diversity considerations, and the search and nomination process) The Board of Directors of the Company reviewed the qualifications, experiences, suitability and independence of Mr. Chan, and accordingly the Board has approved the re-designation of Mr. Chan as the Non-Independent and Non-Executive Chairman of the Company upon the conclusion of the Annual General Meeting on 24 October 2024.

As disclosed in the Company's FY2023 Annual Report, the Company had sought the shareholders' approval on the continued appointment of Mr. Basil Chan as Independent Director of the Company via the two-tier voting at the Company's Annual General Meeting ("AGM") held on 28 October 2021 pursuant SGX Listing Rule 210(5)(d)(iii) [which was deleted with effect from 11 January 2023]. Accordingly, Mr. Basil Chan continues to serve on the Board as Independent Director of the Company until the conclusion of the Company's third AGM following the passing of the said resolution (i.e. the Company's AGM which will be held in October 2024).
Whether appointment is executive, and if so, the area of responsibility The appointment is non-executive.
Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) Non-Independent and Non-Executive Chairman
Member - Risk Management & Audit Committee, Nominating, Remuneration and Strategic Committees
Professional qualifications Bachelor of Science (Economics) Honours degree majoring in Business Administration from the University of Wales Institute of Science & Technology, U.K.
Fellow Member of the Institute of Chartered Accountants in England and Wales ("ICAEW")
Fellow Member of the Institute of Singapore Chartered Accountants ("ISCA")
Fellow Member of the Singapore Institute of Directors
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 MBE Corporate Advisory Pte Ltd
(2003 to present)
Managing Director

Grand Banks Yachts Limited
(2011 to present)
Independent and Non-Executive Director
(1 August 2024 to present)
Independent and Non-Executive Chairman

Broadway Industrial Group Limited
(2019 to present)
Independent and Non-Executive Director

Nera Telecommunications Ltd
(2020 to present)
Independent and Non-Executive Director
(2023 to present)
Independent and Non-Executive Chairman

Memories (2022) Pte. Limited
(2023 to present)
Non-Executive Chairman
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? Yes
Shareholding Details Direct interest - 301,500 Shares in Grand Banks Yachts Limited
Direct Interest - 250,000 Options in Grand Banks Yachts Limited
# 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) Non-Independent and Non-Executive Director,
AEM Holdings Ltd
(2006 - 2022)
Independent and Non-Executive Director
Global Invacom Group Limited
(2012 - 2020)
Independent and Non-Executive Director
Memories Group Limited
(2017 - 2023)
Present MBE Corporate Advisory Pte Ltd
- Managing Director
Grand Banks Yachts Limited
- Independent and Non-Executive Chairman
Broadway Industrial Group Limited
- Independent and Non-Executive Director
Nera Telecommunications Ltd
- Independent and Non-Executive Chairman
Memories (2022) Pte. Limited
- Non-Executive Chairman
(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 Please refer to Attachment.
(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. Chan has experience as a director of various listed companies and is a Fellow Member of the Singapore Institute of Directors.

Attachments

  1. Attachment 1 (Size: 124,335 bytes)