Change - Announcement of Cessation::Cessation of Independent Director who is an audit committee member
Issuer & Securities
Issuer/ Manager
CRAFT PRINT INTERNATIONAL LIMITED.
Securities
CRAFT PRINT INTERNATIONAL LTD - SG1I02877971 - 541
Announcement Details
Announcement Title
Change - Announcement of Cessation
Date &Time of Broadcast
20-May-2014 20:25:15
Status
New
Announcement Sub Title
Cessation of Independent Director who is an audit committee member
Announcement Reference
SG140520OTHRSBUJ
Submitted By (Co./ Ind. Name)
Ong Kwee Cheng
Designation
Executive Chairman
Description (Please provide a detailed description of the event in the box below)
Cesssation of Independent Director who is an audit committee member
Note:
This announcement has been prepared by the Company and its contents have been reviewed by the Company's Sponsor, Stamford Corporate Services Pte Ltd, for compliance with the relevant rules of the Exchange. The Company's Sponsor has not independently verified the contents of this announcement.
This announcement has not been examined or approved by the Exchange and the Exchange 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 Ng Joo Khin:
Tel: 63893000 Email: jookhin.ng@stamfordlaw.com.sg
Additional Details
Name Of Person
Choo Boon Tiong
Age
59
Is effective date of cessation known?
Yes
If yes, please provide the date
08/05/2014
Detailed Reason (s) for cessation
Disagreement with executive directors over the decision making process, on grounds of corporate governance, with regard to a major transaction announced by the company on 8 May 2014. There was another offer for a placement of shares that I view as being superior to the deal the company accepted in terms of both price and potential dilution to shareholders, but there was no proper discussion or consideration given by the board to this second offer.
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?
Yes
If Yes, Please provide full details
The differences in opinion cannot be resolved as the company had proceeded with the first offer - to issue convertible bonds, placement shares and a Call Option. The competing offer was rejected less than three hours of it being received.
Is there any matter in relation to the cessation that needs to be brought to the attention of the shareholders of the listed issuer?
No
Any other relevant information to be provided to shareholders of the listed issuer?
Yes
If Yes, Please provide full details
The competing offer was from a company listed on Catalist. The company had offered to take a placement of 320 million new shares at $0.055 cents per share in Craft Print. This would have amounted to $17.6 million in share placement proceeds. No Call Option was demanded, unlike in the other offer, and hence no potential dilution down the road for shareholders.
Date of Appointment to current position
06/12/2007
Does the AC have a minimum of 3 members (taking into account this cessation)?
No
Number of Independent Directors currently resident in Singapore (taking into account this cessation)
2
Number of cessations of appointments specified in Listing Rule 704 (7) or Catalist Rule 704 (6) over the past 12 months
1
Job Title (e.g. Lead ID, AC Chairman, AC Member etc.)
Independent Director, Chairman of the Remuneration Committee, a member of the Audit Committee and Nominating Committee
Role and responsibilities
Independent Director
Familial relationship with any director and/ or substantial shareholder of the listed issuer or of any of its principal subsidiaries
Nil
Shareholding interest in the listed issuer and its subsidiaries?
No
Other Directorships
Past (for the last 5 years)
A Little Learning: The School Pte Ltd, Bibby Financial Services (Singapore) Pte Ltd, cHESS Management Pte Ltd, Cynosure Corporate Services Pte Ltd, Karios Food Resources Pte Ltd, Kyra Capital Pte Ltd, Light10 Industries Pte Ltd, Pacific Radiance Ltd (listed on SGX mainboard), Personnel Link JobHub Pte Ltd, and Tiro Consulting Services Pte Ltd.
Present
A Little Learning: The School Pte Ltd, Bibby Financial Services (Singapore) Pte Ltd, cHESS Management Pte Ltd, Cynosure Corporate Services Pte Ltd, Karios Food Resources Pte Ltd, Kyra Capital Pte Ltd, Light10 Industries Pte Ltd, Pacific Radiance Ltd (listed on SGX mainboard), Personnel Link JobHub Pte Ltd, and Tiro Consulting Services Pte Ltd.
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