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Change - Announcement Of Appointment Of Independent Non-Executive Director

BackJul 28, 2021
Announcement Title Change - Announcement of Appointment
Date & Time of Broadcast Jul 28, 2021 18:35
Status New
Announcement Sub Title Appointment of Independent Non-Executive Director
Announcement Reference SG210728OTHR0NDZ
Submitted By (Co./ Ind. Name) Tsng Joo Peng
Designation Group Chief Executive Officer
Description (Please provide a detailed description of the event in the box below) 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 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 28/07/2021
Name Of Person Tan Siew Bin Ronnie
Age 60
Country Of Principal Residence Singapore
Date of last re-appointment (if applicable) 26/04/2018
The Board's comments on this appointment (including rationale, selection criteria, and the search and nomination process) The Board of Directors of the Company has reviewed the Nomination Committee's recommendation and the qualifications and
experience of Tan Siew Bin Ronnie ("Mr Tan") and has approved the appointment of Mr Tan as an Independent Director of the Company. The Board considered Mr Tan to be independent for the purpose of Rule 704(7) of the Singapore Exchange Securities Trading Limited Listing Manual Section B: Rules of Catalist.
Whether appointment is executive, and if so, the area of responsibility The appointment is independent non-executive.
Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) Independent Non-Executive Director
Professional qualifications Mr Tan holds a Bachelor of Laws from University of London and admitted to the English
and Singapore Bar in 1989 and 1991 respectively.
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 May 2002 to present
Managing Director of Central Chambers Law Corporation
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. Wireless Ventures Philippines Pte Ltd
2. Far East Agribusiness Consultants Pte Ltd
3. Central Chambers Law Corporation
4. Chambers Resources Pte Ltd
5. Natural Cool Holdings Limited
6. Prosell Global Learning Pte. Ltd.
7. Reqall Technologies Pte. Ltd.
8. Asia Entrepreneurs Exchange Ltd.
9. Marsman Drysdale Pte. Limited
10. Symetis Singapore Pte Ltd (struck-off)
11. Lundxo Pte Ltd (struck-off)
12. BTV247 Pte Ltd (struck-off)
13. Loyalty Play Pte Ltd (struck-off)
14. Social Slingshot Pte Ltd (struck-off)
Present 1. Central Chambers Law Corporation
2. Chambers Resources 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 Tan was a Non-Executive Director of the following companies and was not involved in the day to day administration of the company and had no part in decisions made by the company:
i) Everbread Operations Pte. Limited. It was dissolved by creditors voluntary winding up.
ii) Prosell Global Learning Pte Ltd. The company decided to proceed with Members' Voluntary Winding Up.
iii) Unomachine Pte Ltd. The company was dissolved by Compulsory Winding Up (insolvency).

(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? Yes
If Yes, Please provide full details Mr Tan was disqualified by Section 155A of the Companies Act (Cap 50) from being a Director for 5 years from 16 March 2017. He was requested by a research foundation to hold directorships in 3 companies set up as part of a new start-up assistance scheme. Mr Tan was to hold the non-executive directorships for about 3 months until the new local directors could be appointed. No new directors were appointed to replace him. When the 3 companies did not comply with filing requirements with Accounting and Corporate Regulatory Authority, they were eventually struck off. Mr Tan was then disqualified from holding directorships as a result.

On 7 November 2019, Mr Tan was informed by the Attorney General's Chambers (AGC) that the Ministry of Finance would in principle, have no objections to his fresh application for leave under Section 155A(3) of the Companies Act, subject to conditions. By an application made by Natural Cool Holdings Limited, a letter from the AGC stated that Mr Tan would not be disqualified under Section 155A(1) of the Companies Act and may act as a director and participate in the management of companies.


(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 Independent Director of Natural Cool Holdings Limited

Independent Director of Asian Micro Holdings Limited

Copyright 2019 Natural Cool Holdings Limited