Change - Announcement of Appointment::Appointment of Independent Non-Executive Director - Pong Chen Yih

Issuer & Securities

Issuer/ Manager
REX INTERNATIONAL HOLDING LIMITED
Securities
REX INTERNATIONAL HOLDING LTD - SG2G04994999 - 5WH
Stapled Security
No

Announcement Details

Announcement Title
Change - Announcement of Appointment
Date &Time of Broadcast
01-Aug-2023 07:33:48
Status
New
Announcement Sub Title
Appointment of Independent Non-Executive Director - Pong Chen Yih
Announcement Reference
SG230801OTHR8PMS
Submitted By (Co./ Ind. Name)
Dan Brostrom
Designation
Executive Director and Chairman
Description (Please provide a detailed description of the event in the box below)
Appointment of Mr Pong Chen Yih ("Mr Pong") as Independent Non-Executive Director of the Company

Additional Details

Date Of Appointment
01/08/2023
Name Of Person
Pong Chen Yih
Age
47
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)
The Nominating Committee ("NC") has reviewed Mr Pong's background, professional qualifications, expertise, independence and working experience to be complementary to the skills diversity of the Board and recommended his appointment to the Board for approval. As part of the Company's progressive renewal of the Board, the Board of Directors has accepted the NC's recommendation and approved the appointment of Mr Pong as an Independent Non-Executive Director of the Company.
Whether appointment is executive, and if so, the area of responsibility
Non-Executive
Job Title (e.g. Lead ID, AC Chairman, AC Member etc.)
Independent Non-Executive Director and member of Nominating Committee
Professional qualifications
Bachelor of Law, National University of 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
Mr Pong is a controlling shareholder and Director of Novus Corporate Finance Pte. Ltd., ("Novus Corporate Finance"). Novus Corporate Finance was appointed as continuing sponsor to Rex International Holding Limited (the "Company") in 2019, before the Company transferred from the Catalist Board of the Singapore Exchange Securities Trading Limited (the "SGX-ST") to the Mainboard of the SGX-ST on 8 March 2022. After transferring to Mainboard, Novus Corporate Finance provides advisory services to Rex International Holding Limited, and the total amount of fees paid to Novus Corporate Finance in relation to the advisory services did not exceed S$100,000 over any financial year in the said period.

The Directors and the NC of the Company, having considered that the amounts paid to Novus Corporate Finance are not significant, are of the view that the business dealings between Novus Corporate Finance is not of a material nature that would compromise Mr Pong's independence. In accordance with the Code of Corporate Governance 2018, the NC will, on an annual basis, determine the independence of Mr Pong.
Conflict of interests (including any competing business)
None
Working experience and occupation(s) during the past 10 years
Novus Corporate Finance Pte Ltd - Director and Chief Operating Officer (June 2018 - Present)

Baker Mckenzie.Wong & Leow
- Head of Singapore Domestic Capital Markets Group (October 2014 - June 2018)
- Asia Pacific Capital Markets Steering Committee - member (October 2014 - June 2018)

WongPartnership LLP - Partner of Equity Capital Markets Group (January 2008 - October 2014)
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?
No
Other Principal Commitments* Including Directorships#
*"Principal Commitments" has the same meaning as defined in the Code
# 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)
Directorships
- Umbrella Ventures Pte. Ltd.

Other Principal Commitments
Nil
Present
Directorships
- Figtree Holdings Limited
- Grand Venture Technology Limited
- Novus Investment Holdings Pte. Ltd.
- Novus Corporate Finance Pte. Ltd.
- Acumen Holdings Pte. Ltd.
- HRnetGroup Limited

Other Principal Commitments
Nil
(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?
Yes
If Yes, Please provide full details
Mr Pong was a Non-Executive Director of Umbrella Ventures Pte. Ltd. ("Umbrella Ventures") from August 2020 to June 2021. He was not involved in the day-to-day management of Umbrella Ventures during the period of his directorship.

Following his stepping down as a director, he was informed that Umbrella Ventures was placed under creditors' voluntary liquidation on 21 September 2021 as it was unable to meet its debts as and when they fell due, due to the COVID-19 situation in Singapore which had a significant impact on its business operations in the food and beverage industry. As at the date of this declaration, Umbrella Ventures Pte. Ltd. is still under creditors' voluntary liquidation.
(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
Disclosure applicable to the appointment of Director only.
Any prior experience as a director of an issuer listed on the Exchange?
Yes
If Yes, Please provide details of prior experience
Mr Pong is an Independent Director of Figtree Holdings Limited, Grand Venture Technology Limited and HRnetGroup Limited since 8 October 2013, 11 January 2019 and 1 July 2022 respectively.
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