Change - Announcement of Appointment::Appointment of Non-Executive Chairman

Issuer & Securities

Issuer/ Manager
17LIVE GROUP LIMITED
Securities
17LIVE GROUP LIMITED - KYG9481M1298 - VT1
17LIVE GROUP LIMITED W281207 - KYG9481M1116 - VT2W
Stapled Security
No

Announcement Details

Announcement Title
Change - Announcement of Appointment
Date &Time of Broadcast
08-Dec-2023 07:04:53
Status
New
Announcement Sub Title
Appointment of Non-Executive Chairman
Announcement Reference
SG231208OTHRV8AN
Submitted By (Co./ Ind. Name)
Eunice Hooi
Designation
Company Secretary
Description (Please provide a detailed description of the event in the box below)
Appointment of Non-Executive Chairman in connection with the business combination between Vertex Technology Acquisition Corporation Ltd. and 17LIVE Inc..

DBS Bank Ltd. acted as the sole issue manager for the business combination of Vertex Technology Acquisition Corporation Ltd with 17LIVE Inc..

Additional Details

Date Of Appointment
07/12/2023
Name Of Person
Phua Jiexian, Joseph
Age
39
Country Of Principal Residence
Singapore
The Board's comments on this appointment (including rationale, selection criteria, board diversity considerations, and the search and nomination process)
Upon the recommendation of the Nominating Committee which had reviewed the qualifications and experience of Phua Jiexian, Joseph as set out below, the Board of Directors has approved the appointment of Phua Jiexian, Joseph as the Non-Executive Chairman of the Company.

This appointment had also been approved by shareholders at the Extraordinary General Meeting held on 1 December 2023.
Whether appointment is executive, and if so, the area of responsibility
Non-Executive
Job Title (e.g. Lead ID, AC Chairman, AC Member etc.)
Non-Executive Chairman
Professional qualifications
- Master of Business Administration degree from the University of Chicago Booth School of Business
- Bachelor of Science degree from New York University Stern School of Business.
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
Mr Phua holds 100% of the shareholding interest in Dragon Alexander Limited, which is a substantial shareholder of the resulting issuer.
Conflict of interests (including any competing business)
Mr Phua is a director and the sole shareholder of Turn Capital Pte. Ltd. ("Turn Capital"), a Singapore incorporated investment company that invests capital into a broad spectrum of companies including consumer technology companies. At Turn Capital, Mr Phua works with 3 other investment partners, along with its broader investment team, to review investment deals, manage deal pipeline process, due diligence, execution of investment, and post investment management. Turn Capital does not believe any of its portfolio companies are directly competing against 17LIVE. However, some of Turn Capital's portfolio companies may have business exposure related or similar to e-commerce, video entertainment live streaming and virtual livers. None of Turn Capital's portfolio companies generate revenue (as of FY2023) primarily from e-commerce, video entertainment live streaming or virtual livers, and none operate primarily in Japan.

Turn Capital acquired SoundOn Inc., a podcast service company through investment vehicle 100% acquisition in 2021, and given it's in the content entertainment space, Mr Phua had informed the board about this prior and got a signed waiver. The aforesaid podcast service company is managed by local Taiwanese entrepreneurs and Turn Capital holds the investment via investment vehicle, and Turn Capital watches over its investment through Mr Phua's role as non-executive chairman.
Working experience and occupation(s) during the past 10 years
Mr Phua is the co-founder of 17LIVE Inc. and its subsidiaries, and has been the non-executive chairman of the board of directors of 17LIVE Inc. ("Target Company") since July 2020. Mr Phua is serving as the non-executive chairman of the board of directors of SoundOn Inc. and the executive chairman of Turn Capital Pte. Ltd.

He is serving as a non-executive director of eight other companies. Mr Phua served as the Target Company's CEO from September 2016 to June 2018 where he made major corporate decisions, managed overall operations and set the strategic directions of the Target Company.

Mr Phua co-founded Paktor Pte. Ltd. in 2013 while completing his Master of Business Administration at the University of Chicago, and served as CEO of Paktor Pte. Ltd. from January 2013 to October 2017, until Paktor Pte. Ltd. merged with the Target Company. He previously held positions in the consulting and banking industries, at McKinsey & Company and Citigroup. He also spent a few years in luxury retail with Da Vinci Asia from May 2008 to April 2011, where he oversaw nationwide operations for the company's fine watch and jewellery businesses. In 2019, Mr Phua was awarded the Generation T List by Tatler to recognize him as one of Asia's 300 most promising young leaders.
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
Dragon Alexander Limited is wholly-owned by Mr Phua. Accordingly, Mr Phua is deemed to be interested in the shares held by Dragon Alexander Limited by virtue of Section 4 of the Securities and Futures Act 2001.

Dragon Alexander Limited will hold 16,055,627 ordinary shares in the capital of the listed issuer post-completion of the business combination between Vertex Technology Acquisition Corporation Ltd. and 17LIVE Inc..
# 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)
- Paktor Pte. Ltd.
Present
- Zuvio Tech Co., Ltd.
- Goodnight Hi-Tech Pte. Ltd.
- Pole Star Global Pte. Ltd.
- Seadom Pte. Ltd.
- SoundOn Inc.
- Theodore Alexander International Inc.
- Turn Capital Pte. Ltd.
- Gaigai Pte. Ltd.
- Avana Global Limited
- Dragon Alexander Limited
(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?
No
If no, please state if the director has attended or will be attending training on the roles and responsibilities of a director of a listed issuer as prescribed by the Exchange
Mr Phua will be attending training on the roles and responsibilities of a listed issuer as prescribed by the Exchange.
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