Change - Announcement of Appointment::Appointment of Non-Executive Chairman and Independent Director

Issuer & Securities

Issuer/ Manager
E2-CAPITAL HOLDINGS LIMITED
Securities
E2-CAPITAL HOLDINGS LIMITED - SG1CB5000005 - 42S
Stapled Security
No

Announcement Details

Announcement Title
Change - Announcement of Appointment
Date &Time of Broadcast
19-Nov-2015 23:20:33
Status
New
Announcement Sub Title
Appointment of Non-Executive Chairman and Independent Director
Announcement Reference
SG151119OTHRKGEF
Submitted By (Co./ Ind. Name)
Cheng Lisa
Designation
Company Secretary
Description (Please provide a detailed description of the event in the box below)
Appointment of Non-Executive Chairman and Independent Director

This announcement has been prepared by the Company and its contents have been reviewed by the Company's sponsor, PrimePartners Corporate Finance Pte. Ltd. (the "Sponsor"), for compliance with the Singapore Exchange Securities Trading Limited (the "SGX-ST") Listing Manual Section B: Rules of Catalist. The Sponsor has not verified the contents of this announcement.

This announcement has not been examined or approved by the SGX-ST. The Sponsor and the SGX-ST assume no responsibility for the contents of this announcement, including the accuracy, completeness or correctness of any of the information, statements or opinions made or reports contained in this announcement.

The contact person for the Sponsor is Mr. Thomas Lam, Associate Director, Continuing Sponsorship, at 16 Collyer Quay, #10-00 Income at Raffles, Singapore 049318, telephone (+65) 6229 8088.

Additional Details

Date Of Appointment
19/11/2015
Name Of Person
Neo Gim Kiong
Age
46
Country Of Principal Residence
Singapore
The Board's comments on this appointment (including rationale, selection criteria, and the search and nomination process)
Pursuant to the terms of the conditional sale and purchase agreement dated 17 September 2014 (as amended and supplemented by the supplemental sale and purchase agreement dated 6 May 2015 and the further supplemental sale and purchase agreement dated 21 August 2015) entered into between the Company, the Astaka Padu Limited ("APL") Shareholders and the APL Ultimate Shareholders for the sale by the APL Shareholders and the purchase by the Company of the Economic Interest for the Consideration (the "Proposed Acquisition") and shareholders' approval at the Extraordinary General Meeting held on 26 October 2015, Mr Neo Gim Kiong is appointed a Non-Executive Chairman and Independent Director of the Company.
Whether appointment is executive, and if so, the area of responsibility
No.
Job Title (e.g. Lead ID, AC Chairman, AC Member etc.)
Non-Executive Chairman and Independent Director, members of the Audit Committee & Remuneration Committee and Chairman of the Nominating Committee
Familial relationship with any director and/ or substantial shareholder of the listed issuer or of any of its principal subsidiaries
NIL
Conflict of interests (including any competing business)
NIL
Working experience and occupation(s) during the past 10 years
2001 to 2004 - Jackspeed Corporation Ltd - Executive Director
2009 to 2011 - Jackspeed Corporation Ltd - Chief Executive Officer
2004 to Present - Bizmen Corporation Pte Ltd and Dollar Tree Inc Pte Ltd - Founding Director
2004 to Present - Ban Leong Technologies Limited - Independent Director
2006 to Present - P.R. China Guangdong Province Overseas Exchange Association - Board member
2012 to Present - P.R. China Ningxia Autonomous Region Overseas Exchange Association - Board member
2014 to Present - International Press Softcom Ltd - Independent Director
2015 to present - PNE Micron Holdings Ltd - Chief Executive Officer
Shareholding interest in the listed issuer and its subsidiaries?
No
Other Directorships
# 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)
1. Jackspeed Corporation Ltd
2. Excel Aerospace Pte. Ltd. (formerly known as Jackspeed Aviation Pte Ltd)
3. Jackson Vehicle Holdings Pte Ltd
4. Jackspeed Singapore Pte Ltd
5. Index Credit Pte Ltd
6. Index Agency Pte. Ltd.
7. Strada Automobil Pte. Ltd.
8. Jackspeed Industries Sdn Bhd
9. Jackspeed Leather Manufacturer (M) Sdn Bhd
10. Jackspeed Europe BV
11. Universal Resource and Services Limited
12. Digital Blue Pty Ltd
Present
1. Dollar Tree Inc Pte. Ltd.
2. Bizmen Corporation Pte. Ltd.
3. BLC (China) Ltd
4. Ban Leong Technologies Limited
5. International Press Softcom Limited
6. AV Labs International Pte. Ltd.
7. Gifted and Talented Education Pte. Ltd.
8. Audion Innovision Pty Ltd
9. Ban Leong Technologies Australia Pty Ltd
10. PNE Micron Holdings Ltd
(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?
Yes
If Yes, Please provide full details
Around April 2013, I was investigated by Commercial Affairs Department ("CAD") regarding my involvement for the non-compliance of Section 162 of the Companies Act in relation to the grant of a staff loan to a director of a subsidiary of a Singapore listed company around October 2009 without prior shareholders' approval of that subsidiary. I was the Chief Executive Officer of that listed company at the relevant time. The staff loan was a sum of S$50,000, which was granted to that subsidiary's director to pay for the medical expenses of his mother, was granted with approval of the Chairman of the board of that listed company in accordance with the authority approval matrix of that listed company, and the Group Financial Controller was also involved in handling the procedures relating to that loan. The staff loan was repaid in full by the relevant director in May 2010. No charges were made against me, but I was issued with a letter of warning by CAD in January 2014 in relation to the same.
Disclosure applicable to the appointment of Director only.
Any prior experience as a director of a listed company?
Yes
If Yes, Please provide details of prior experience
Ban Leong Technologies Ltd, International Press Softcom Ltd, PNE Micron Holdings Ltd.