Change - Announcement of Appointment::Re-designation of Non-Independent Non-Executive Director to Independent Non-Executive Director

Issuer & Securities

Issuer/ Manager
IEV HOLDINGS LIMITED
Securities
IEV HOLDINGS LIMITED - SG2D67974808 - 5TN
Stapled Security
No

Announcement Details

Announcement Title
Change - Announcement of Appointment
Date &Time of Broadcast
01-Mar-2019 21:31:08
Status
New
Announcement Sub Title
Re-designation of Non-Independent Non-Executive Director to Independent Non-Executive Director
Announcement Reference
SG190301OTHRLUEY
Submitted By (Co./ Ind. Name)
Christopher Nghia Do
Designation
President and Chief Executive Officer
Description (Please provide a detailed description of the event in the box below)
Re-designation of Ms Joanne Rose Bruce from Non-Independent Non-Executive Director to Independent Non-Executive Director.

This announcement has been prepared by the Company and its contents have been reviewed by the Company's sponsor, SAC Capital Private Limited (the "Sponsor"), for compliance with the relevant rules of the Singapore Exchange Securities Trading Limited (the "SGX-ST"). The Sponsor has not independently verified the contents of this announcement.

This announcement has not been examined or approved by 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 Mr. Ong Hwee Li, at 1 Robinson Road, #21-00 AIA Tower, Singapore 048542, telephone (65) 6232 3210.

Additional Details

Date Of Appointment
01/03/2019
Name Of Person
Joanne Rose Bruce
Age
67
Country Of Principal Residence
Australia
The Board's comments on this appointment (including rationale, selection criteria, and the search and nomination process)
Ms Joanne Bruce was appointed to the Board as Executive Director - Corporate Affairs and Compliance Director on 29 September 2011. She held the position until 24 June 2015 when she relinquished her position as Executive Director and was re-designated as a Non-Independent Non-Executive Director on the same date.

In line with Rule 406(3)(d) of the Listing Manual Section B:Rules of Catalist of the SGX-ST and the Code of Corporate Governance 2018, the NC, having reviewed the independence of Ms Joanne Bruce, and taking into consideration that (i) she has relinquished her executive position for more than 3 financial years; (ii) she had received consultancy fees of less than S$50,000 per financial year in FY2015 and FY2016; and (iii) she did not receive any consultancy fees in FY2017 and FY2018 and will not be receiving any such fees going forward following the completion of her consultancy agreement with IEV International Limited (an indirect wholly-owned subsidiary of the Company); is of the view that she is independent in conduct, character and judgement, and has no relationship with the Company, its related corporations, its substantial shareholders, or its officers that could interfere, or be reasonably perceived to interfere, with the exercise of her independent business judgement with a view to the best interests of the Company.

The Board concurred with the NC's recommendation, and has approved the re-designation of Ms Joanne Bruce as 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.)
Independent Director
Professional qualifications
Diploma of Naturopathy and Diploma of Botanic Medicine of New South Wales of College of Natural Therapies, Australia
Any relationship (including immediate family relationships) with any existing director, existing executive officer, the issuer and/ or substantial shareholder of the listed issuer or of any of its principal subsidiaries
No
Conflict of interests (including any competing business)
No
Working experience and occupation(s) during the past 10 years
Ms Joanne Bruce had been the Executive Director of Corporate Affairs and Compliance for IEV Group (Malaysia) since 1988. In June 2015, she relinquished her position as the Company's Executive Director and re-designated as a Non-Independent Non-Executive Director of the Company. At present, she is a director of Biossentials Sdn Bhd since 1998, Biossentials Limited since 2003, and PT Chantara Wellness Bali since 2016.
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
1,725,000 ordinary shares (representing 0.6% shareholding interest) in IEV Holdings 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)
Directorships:
IEV Group Sdn. Bhd.
IEV Energy Sdn. Bhd.
IEV Engineering Sdn. Bhd.
IEV Manufacturing Sdn. Bhd.
PT IEV Gas
IEV Energy Investment Pte. Limited

Other Principal Commitment:
Nil
Present
Directorships:
Biossentials Limited
Biossentials Sdn. Bhd.
PT Chantara Wellness Bali

Other Principal Commitment:
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 Joanne Rose Bruce has been appointed to the Board of the Company since 2011.