Change - Announcement of Appointment::RE-DESIGNATION OF INDEPENDENT & NON-EXECUTIVE DIRECTOR TO NON-INDEPENDENT & NON-EXECUTIVE DIRECTOR

Issuer & Securities

Issuer/ Manager
SINGAPORE AIRLINES LIMITED
Securities
SIA S$700M3.035%N250411 - SG7AG1000009 - 6S1B
SIA S$700M3.13%N270823 - SG7FH2000005 - 7J1B
SIA S$600M3.16%N231025 - SGXF82409008 - Z7VB
SIA S$750M 3.03% B 240328 - SGXF93746596 - SQ1B
SIA 2020 MCB S$3.496B Z300608 - SGXF17205307 - WPOB
SIA S$500M3.5%N301202 - SGXF10397887 - HGGB
SIA S$850M1.625%CB251203 - XS2260025296 - VTRB
SIA US$500M3%N260720 - XS2284332769 - FJYB
SIA S$300M3.75%N240408 - SG6PE4000001 - 3F4B
SINGAPORE AIRLINES LTD - SG1V61937297 - C6L
Stapled Security
No

Announcement Details

Announcement Title
Change - Announcement of Appointment
Date &Time of Broadcast
28-Dec-2021 17:24:03
Status
New
Announcement Sub Title
RE-DESIGNATION OF INDEPENDENT & NON-EXECUTIVE DIRECTOR TO NON-INDEPENDENT & NON-EXECUTIVE DIRECTOR
Announcement Reference
SG211228OTHRAOZX
Submitted By (Co./ Ind. Name)
Brenton Wu
Designation
Company Secretary
Description (Please provide a detailed description of the event in the box below)
Mr Gautam Banerjee will be re-designated from Independent and Non-Executive Director to Non-Independent and Non-Executive Director of Singapore Airlines Limited with effect from 1 January 2022. Following his re-designation, Mr Banerjee will relinquish his role as the Chairman of the Board Audit Committee. He remains as a member of the Board Audit Committee and the Board Executive Committee.

Additional Details

Date Of Appointment
01/01/2013
Name Of Person
Gautam Banerjee
Age
67
Country Of Principal Residence
Singapore
Date of last re-appointment (if applicable)
29/07/2021
The Board's comments on this appointment (including rationale, selection criteria, and the search and nomination process)
Mr Banerjee will have served the Board of Singapore Airlines for 9 years on 1 January 2022. The Board has accepted the Board Nominating Committee's recommendation that Mr Banerjee be re-designated from Independent and Non-Executive Director to Non-Independent and Non-Executive Director with effect from 1 January 2022 to comply with Rule 210(5)(d)(iii) of the SGX-ST Listing Manual which takes effect from 1 January 2022.
The Board believes that the continued appointment of Mr Banerjee (who has, over time, gained valuable insights into the Company and accumulated vast institutional knowledge) as Non-Independent Director is especially critical for continuity in the current COVID-19 situation as the Company continues to navigate its way through the pandemic.
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 Director
Member of the Board Audit Committee
Member of the Board Executive Committee
Professional qualifications
Bachelor of Science in Accounting and Financial Analysis, University of Warwick
Fellow of the Institute of Chartered Accountants, England and Wales
Fellow of the Institute of Chartered Accountants, 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
Nil
Conflict of interests (including any competing business)
Nil
Working experience and occupation(s) during the past 10 years
Mr Banerjee is a Senior Managing Director of Blackstone Group and the Chairman of Blackstone Singapore. He was with a professional services firm, PricewaterhouseCoppers ("PwC") Singapore, for over 30 years, including as its Executive Chairman for Singapore and in various leadership positions within the firm in India and the Asia Pacific region. Mr Banerjee retired from PwC Singapore on 31 December 2012.

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
44,850 ordinary shares of Singapore Airlines 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)
Please refer to Annex I
Present
Please refer to Annex II
(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
Mr Banerjee has been a Director of Singapore Airlines Limited since 1 January 2013. Mr Banerjee is also a Director of listed companies, Singapore Telecommunications Limited and Piramal Enterprises Limited, India.
Please provide details of relevant experience and the nominating committee's reasons for not requiring the director to undergo training as prescribed by the Exchange (if applicable)
Not applicable.

Attachments

Annex I - Mr Gautam Banerjee - Past Directorships .pdf
Annex II - Mr Gautam Banerjee - Current Directorships.pdf
Total size =136K