Change - Announcement of Appointment::Appointment of Independent Non-executive Chairman

Issuer & Securities

Issuer/ Manager
MAGNUS ENERGY GROUP LTD.
Securities
MAGNUS ENERGY GROUP LTD. - SG1AI2000007 - 41S
Stapled Security
No

Announcement Details

Announcement Title
Change - Announcement of Appointment
Date &Time of Broadcast
06-Aug-2020 18:35:26
Status
New
Announcement Sub Title
Appointment of Independent Non-executive Chairman
Announcement Reference
SG200806OTHRWMMI
Submitted By (Co./ Ind. Name)
Charles Madhavan
Designation
Executive Director and Chief Executive Officer
Description (Please provide a detailed description of the event in the box below)
This announcement has been prepared by the Company and reviewed by the sponsor, Novus Corporate Finance Pte. Ltd. (the "Sponsor"), in compliance with Rule 226(2)(b) of the Singapore Exchange Securities Trading Limited (the "SGX-ST") Listing Manual Section B: Rules of Catalist.

This announcement has not been examined or approved by the SGX-ST and the SGX-ST 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 Pong Chen Yih, Chief Operating Officer, at 9 Raffles Place, #17-05 Republic Plaza Tower 1, Singapore 048619, telephone (65) 6950 2188.

Additional Details

Date Of Appointment
06/08/2020
Name Of Person
Michael Grant Pixley
Age
64
Country Of Principal Residence
Singapore
The Board's comments on this appointment (including rationale, selection criteria, and the search and nomination process)
The Board of Directors (the "Board") has considered Mr. Michael Grant Pixley's ("Mr. Pixley") track record, age, working experience, capabilities and other relevant factors for the appointment as Independent Non-Executive Chairman of the Company.

For the reasons stated below, Mr. Farooq Ahmad Mann ("Mr. Mann"), as the sole Independent Non-Executive Director of the Company and member of the Nominating Committee, has confirmed that there is no conflict of interest with his assessment and recommendation of Mr. Pixley's appointment to the Board. Accordingly, the Board has approved Mr. Pixley's appointment as Independent Non-Executive Director.
Whether appointment is executive, and if so, the area of responsibility
Independent Non-executive
Job Title (e.g. Lead ID, AC Chairman, AC Member etc.)
Independent Non-Executive Chairman, Chairman of the Remuneration Committee and Member of the Audit Committee and Nominating Committee.
Professional qualifications
Bachelor Business Management from Curtin University Perth, Australia
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
The Board notes that Mr. Pixley is a consultant to Mann & Associates PAC, a firm founded by Mr. Mann.

The Board understands that Mr. Pixley's role is as a third-party consultant and advisor to Mann & Associates PAC on an ad-hoc basis, and he is not involved in the daily operations and/or management of Mann & Associates PAC. Mr. Mann has confirmed that Mr. Pixley is neither an employee, director nor shareholder of Mann & Associates PAC.

Mr. Pixley has also confirmed that he does not have any relationships with the Group or any related person of the Company that could interfere or be reasonably perceived to interfere with his exercise of independent business judgement with a view to the best interest of the Company and in carrying out his functions as an Independent Non-Executive Director and as a member of the respective Board committees.
Conflict of interests (including any competing business)
Nil
Working experience and occupation(s) during the past 10 years
CSME Australia Pty Ltd Executive Director (2015 - Present)

Transocean Group Ltd Senior Adviser, Corporate Finance (2011 - Present)

Hollista Colltech Ltd Director (2003 - 2011)
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
# 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)
EVE Investments Ltd - Director (2017 - 30 June 2020)

Credit Intelligence Ltd - Non-Executive Director (2016 - April 2017)
Present
Credit Intelligence Ltd - Non-Executive Director (Since 28 April 2020)

Eneco Refresh Group Ltd - Independent, Non-Executive Director (Since 2016)

Story-i Ltd - Non-Executive Director (Since 2015)
(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. Pixley holds and has held several directorship roles with companies listed on the Australian Stock Exchange, as set out in his disclosures above.

Notwithstanding, Mr. Pixley will undergo training on the roles and responsibilities of a director of a listed issuer to meet the mandatory training requirements under Rule 406(3)(a) of the Catalist Rules within one (1) year timeframe as prescribed by the SGX-ST and the costs of such training will be borne by the Company.