Change - Announcement of Cessation::Cessation of Mr Tay Kiat Seng as Chairman of the Company

Issuer & Securities

Issuer/ Manager
Stapled Security

Announcement Details

Announcement Title
Change - Announcement of Cessation
Date &Time of Broadcast
30-Jun-2021 17:46:00
Announcement Sub Title
Cessation of Mr Tay Kiat Seng as Chairman of the Company
Announcement Reference
Submitted By (Co./ Ind. Name)
Tay Kiat Seng
Executive Director and Chief Executive Officer
Description (Please provide a detailed description of the event in the box below)
Cessation of Mr Tay Kiat Seng as Chairman of the Company

This announcement has been prepared by Memiontec Holdings Ltd. (the "Company") and its contents have been reviewed by the Company's sponsor, ZICO Capital Pte. Ltd. (the "Sponsor"), in accordance with Rule 226(2)(b) of the Singapore Exchange Securities Trading Limited ("SGX-ST") Listing Manual Section B: Rules of Catalist.

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 Ms. Goh Mei Xian, Associate Director, ZICO Capital Pte. Ltd. at 8 Robinson Road #09-00 ASO Building, Singapore 048544, telephone (65) 6636 4201.

Additional Details

Name Of Person
Tay Kiat Seng
Is effective date of cessation known?
If yes, please provide the date
Detailed Reason (s) for cessation
To enhance the Group's corporate governance practices, the Board, after taking into consideration the recommendation of the Nominating Committee, will be separating the roles of the Chairman and the Chief Executive Officer ("CEO") to be held by separate persons. This is in compliance with Provision 3.1 of the Code of Corporate Governance 2018.

Accordingly, with effect from 1 July 2021, Mr Tay Kiat Seng ("Mr Tay") will step down as the Chairman of the Company and Mr Jackson Chevalier Yap Kit Siong, the Lead Independent Director of the Company, will be appointed as the Independent Non-Executive Chairman of the Company. For the avoidance of doubt, Mr Tay will remain as the Executive Director and CEO of the Company.
Are there any unresolved differences in opinion on material matters between the person and the board of directors, including matters which would have a material impact on the group or its financial reporting?
Is there any matter in relation to the cessation that needs to be brought to the attention of the shareholders of the listed issuer?
Any other relevant information to be provided to shareholders of the listed issuer?
Date of Appointment to current position
Does the AC have a minimum of 3 members (taking into account this cessation)?
Number of Independent Directors currently resident in Singapore (taking into account this cessation)
Number of cessations of appointments specified in Listing Rule 704 (7) or Catalist Rule 704 (6) over the past 12 months
Job Title (e.g. Lead ID, AC Chairman, AC Member etc.)
Ceases to be Chairman of the Company.
Continues to be Executive Director and CEO of the Company and a member of the Nominating Committee.
Role and responsibilities
As Chairman of the Company, Mr Tay is responsible for the effective functioning of the Board and exercises control over the quality, quantity and timeliness of information flow between the Board and the management of the Company.

As CEO of the Company, Mr Tay is responsible for overseeing the Group's business performance and charting the direction, as well as formulating, developing and overseeing the execution of business strategies for the growth and expansion of the Group.
Familial relationship with any director and/ or substantial shareholder of the listed issuer or of any of its principal subsidiaries
Mr Tay holds the following shares in the Company:
1. Direct Interest - 118,345,033 shares
2. Deemed Interest - 26,456,554 shares

Mr Tay is the spouse of Soelistyo Dewi Soegiharto (Managing Director of the Company).

Mr Tay is a director and a controlling shareholder of Unity Strength Pte. Ltd., a substantial shareholder of the Company.

Mr Tay sits on the boards of the following subsidiaries of the Company:
1. Memiontec Pte Ltd;
2. M Water Resources International Pte. Ltd.;
3. Memiontec Industries Pte. Ltd.;
4. PT Memiontec Indonesia; and
5. MIT Water Technology Co. Ltd.
Shareholding interest in the listed issuer and its subsidiaries?
Shareholding Details
Direct Interest - 118,345,033 shares in the Company

Deemed Interest - 26,456,554 shares in the Company
Past (for the last 5 years)
1. Memiontec (Wuxi) Co., Ltd

Other Principal Commitment:
1. Memiontec Pte Ltd
2. M Water Resources International Pte. Ltd.
3. Memiontec Industries Pte. Ltd.
4. MIT Water Technology Co. Ltd
5. PT Memiontec Indonesia
6. PT Universal Energy Investment
7. UI Pte. Ltd.
8. Unity Strength Pte. Ltd.

Other Principal Commitment: