Change - Announcement of Cessation::Resignation of Non-Executive Non-Independent Director

Issuer & Securities

Issuer/ Manager
TOTM TECHNOLOGIES LIMITED
Securities
TOTM TECHNOLOGIES LIMITED - SG1BF8000005 - 42F
Stapled Security
No

Announcement Details

Announcement Title
Change - Announcement of Cessation
Date &Time of Broadcast
28-May-2025 21:07:46
Status
New
Announcement Sub Title
Resignation of Non-Executive Non-Independent Director
Announcement Reference
SG250528OTHRR988
Submitted By (Co./ Ind. Name)
Pierre Prunier
Designation
Executive Director
Description (Please provide a detailed description of the event in the box below)
Resignation of Non-Executive Non-Independent - Dhanie Tri Indrasto

This announcement has been reviewed by the Company's sponsor, SAC Capital Private Limited (the "Sponsor"). It has not been examined or approved by the Singapore Exchange Securities Trading Limited (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 Ms Charmian Lim (telephone no.: +65 6232 3210) at 1 Robinson Road, #21-01 AIA Tower, Singapore 048542.

Additional Details

Name Of Person
Dhanie Tri Indrasto
Age
41
Is effective date of cessation known?
Yes
If yes, please provide the date
27/05/2025
Detailed Reason (s) for cessation
Mr Dhanie Tri Indrasto ("Mr Dhanie") has tendered his resignation as Non-Executive Non-Independent Director of the Company with effect from 27 May 2025 to facilitate Board renewal. The Company received his resignation letter in the late evening of 27 May 2025. Mr Dhanie will also relinquish his position as member of the Nominating Committee. Mr Dhanie remains a Non-Executive Director of International Biometrics Pte. Ltd., a wholly-owned subsidiary of the Company.

In light of the resignations of Mr Dhanie, Mr Phang Yew Kiat and Mr Irawan Muyaldi, details of which are set out in separate announcements released on SGXNet on 28 May 2025 in accordance with Rule 704(6)(a) of the Listing Manual Section B: Rules of Catalist of the SGX-ST ("Catalist Rules"), the remaining members of the Board comprises of 1 Executive Director and 1 Independent Director. The remaining members of the Board will endeavour to appoint additional members to the Board to comply with Rule 406(3)(c) and Rule 704(7) of the Catalist Rules within two months, but in any case not later than three months.

The Company's Sponsor, SAC Capital Private Limited, after having interviewed Mr Dhanie, is satisfied that other than as disclosed in this announcement, there are no material reasons for the resignation of Mr Dhanie as Non-Executive Non-Independent Director of the Company.
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?
No
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
Yes. Mr Dhanie mentioned that the multiple requisition notices by certain shareholders of the Company since late 2024 have been disruptive to the Group's business.
Date of Appointment to current position
05/06/2023
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)
1
Number of cessations of appointments specified in Listing Rule 704 (7) or Catalist Rule 704 (6) over the past 12 months
6
Job Title (e.g. Lead ID, AC Chairman, AC Member etc.)
Non-Executive Non-Independent Director

Role and responsibilities
Non-Executive 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?
Yes
Shareholding Details
Mr. Dhanie is deemed to be interested in 20,088,299 ordinary shares, representing 1.47% of the total issued share capital of the Company. He also holds 4,000,000 share options granted under the Company's Employee Share Option Scheme 2021.
Past (for the last 5 years)
Nil
Present
1. INTERNATIONAL BIOMETRICS PTE. LTD.
2. PT ROYAL ARTA JAYAMANGGALA
3. PT KESAN DIGITAL NUSANTARA
4. PT INDO TEKNOLOGI PERSADA
5. PT RADIKA KARYA UTAMA