Change - Announcement of Appointment::Appointment of Independent Non- Executive Director
Issuer & Securities
Issuer/ Manager
USP GROUP LIMITED
Securities
USP GROUP LIMITED - SG1CH0000007 - BRS
Stapled Security
No
Announcement Details
Announcement Title
Change - Announcement of Appointment
Date &Time of Broadcast
30-Jul-2026 18:45:56
Status
New
Announcement Sub Title
Appointment of Independent Non- Executive Director
Announcement Reference
SG260730OTHR8GHP
Submitted By (Co./ Ind. Name)
Kiar Lee Noi
Designation
Company Secretary
Description (Please provide a detailed description of the event in the box below)
Appointment of Independent Non-Executive Director
Additional Details
Date of appointment
30/07/2026
Name of person
Toh Hai Joo
Age
53
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 Board of Directors, having considered the Nominating Committee's recommendations and Mr. Toh Hai Joo's professional qualifications, educational background and extensive working experience in finance and auditing, which will be of great value to the Group, is of the view that he possesses the requisite experience and capabilities to assume the roles of 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, Chairperson of Audit and Risk Management Committee, Member of Nominating Committee and Remuneration Committee
Professional qualifications
Chartered Accountant
Working experience and occupation(s) during the past 10 years
CFO, Otsaw Digital, 2025
Finance Director, TR Asia Investment Holdings Pte Ltd, 2010 - 2025
Shareholding interest in the listed issuer and its subsidiaries
No
Any relationship (including immediate family relationships) with any existing director, existing executive officer, the issuer and/or substantial shareholder of the listed issuer or of any of its principal subsidiaries
None
Conflict of interest (including any competing business)
None
Undertaking (in the format set out in Appendix 7.7 or Appendix 7H) under Mainboard Rule 720(1) or Catalist Rule 720(1) has been submitted to the listed issuer
Yes
Other Principal Commitments* Including Directorships#
* "Principal Commitments" has the same meaning as defined in the Code of Corporate Governance.
# These fields are not applicable for announcements of appointments pursuant to Mainboard Rule 704(9) or Catalist Rule 704(8).
Past (for the last 5 years)
Executive Director, TR Asia, 2010-2025
Executive Director, TR Formac, 2010-2025
Present
N.A.
Information Required
Disclose the following matters concerning an appointment of director, chief executive officer, chief financial officer, chief operating officer, general manager or other officer of equivalent rank. If the answer to any question is "yes", full details must be given.
(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
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.
AC Chair/Lead Independent Director, China Great Land, 2010 -2017
Non Executive Director, Raffles Infrastructure, 2018-2020
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).
Mr. Toh Hai Joo has 9 years' experience as Non-Executive Director of 2 SGXListed companies and 10 years' experience as Executive Director of 2 private limited companies.
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