Change - Announcement of Cessation::Resignation of Executive Chairman and a member of the Nominating Committee - Mr Lim Hee Liat

Issuer & Securities

Issuer/ Manager
KIMLY LIMITED - SG1DF1000008 - 1D0
Stapled Security

Announcement Details

Announcement Title
Change - Announcement of Cessation
Date &Time of Broadcast
11-Nov-2021 20:39:22
Announcement Sub Title
Resignation of Executive Chairman and a member of the Nominating Committee - Mr Lim Hee Liat
Announcement Reference
Submitted By (Co./ Ind. Name)
Hoon Chi Tern
Company Secretary
Description (Please provide a detailed description of the event in the box below)
Resignation of Mr. Lim Hee Liat as Executive Chairman of the Company and a member of the Nominating Committee ("NC") with effect from 11 November 2021.

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 Mr. Joseph Au, 16 Collyer Quay, #10-00 Income at Raffles, Singapore 049318,

Additional Details

Name Of Person
Lim Hee Liat
Is effective date of cessation known?
If yes, please provide the date
Detailed Reason (s) for cessation
The Board has been informed by Mr. Lim Hee Liat ("Mr. Lim") that he has been notified by the Commercial Affairs Department (the "CAD") of the Singapore Police Force on 11 November 2021 that he has been charged for an offence under Section 331(1) read with Section 204(1) of the Securities and Futures Act, Chapter 289 of Singapore (the "SFA" and the charge, the "SFA Charge"). The SFA Charge against Mr. Lim was in relation to the Company's failure to notify the Singapore Exchange Limited ("SGX") that its acquisition of Asian Story Corporation Pte. Ltd. ("ASC" and the acquisition, the "ASC Acquisition") was an interested person transaction, required to be immediately announced under Rule 905(1) of the SGX Catalist Listing Rules (the "Catalist Rules"). As a result, the Company had committed an offence under Section 203(1) read with Section 203(2) of the SFA, which offence was committed with Mr. Lim's consent as director of the Company.

Additionally, Mr. Lim has separately been charged under Section 156(1) read with Section 156(15) of the Companies Act, Chapter 50 of Singapore (the "Companies Act" and the charge, the "CA Charge"). During or before the ASC Acquisition, Mr. Lim had failed to disclose that ASC was a company which was partially beneficially owned by him, as soon as practicable after the relevant facts came to his knowledge, and he has thereby failed to disclose his indirect interest in a transaction with the Company.

Mr. Lim has notified the Board that he intends to resign from his role as Director (and consequently as Executive Chairman) of the Company with effect from 11 November 2021 and the Board has agreed to accept his resignation. Following his resignation, Mr. Lim shall cease to be a member of the NC.

The Board has requested Mr. Lim to remain as an employee of the Company following his resignation as Executive Chairman and Director to assist and facilitate the Board and management in the transition, pending the conclusion of court proceedings relating to the SFA Charge and the CA Charge, which terms of employment are to be mutually agreed.

After having interviewed Mr. Lim and to the best of its knowledge, the Sponsor is satisfied that save as disclosed in this announcement, there are no other material reasons for the cessation of Mr. Lim as Director or Executive Chairman of the Company.

For more information, please refer to the Company's separate announcement released to the Singapore Exchange Securities Trading Limited on 29 November 2018, 4 December 2018 and 11 November 2021.
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.)
Executive Chairman of the Company and a member of the NC.
Role and responsibilities
Assumed the roles and responsibilities of the Executive Chairman of the Company and a member of the NC.
Familial relationship with any director and/ or substantial shareholder of the listed issuer or of any of its principal subsidiaries
Shareholding interest in the listed issuer and its subsidiaries?
Shareholding Details
Direct interest of 493,915,165 ordinary shares
Past (for the last 5 years)
Please see attached
Please see attached