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

Issuer & Securities

Issuer/ Manager
SBI OFFSHORE LIMITED
Securities
SBI OFFSHORE LIMITED - SG1Y97950360 - 5PL
Stapled Security
No

Announcement Details

Announcement Title
Change - Announcement of Appointment
Date &Time of Broadcast
29-Oct-2014 07:20:33
Status
New
Announcement Sub Title
Appointment of Non-Independent Non-Executive Director
Announcement Reference
SG141029OTHRQNOB
Submitted By (Co./ Ind. Name)
Amy Soh Wai Ling
Designation
Chief Financial Officer
Description (Please provide a detailed description of the event in the box below)
The Board of Directors of SBI Offshore Limited ("SBI" or the "Company" and together with its subsidiaries, the "Group") wishes to announce the appointment of Mr Mirzan Bin Mahathir ("Mr Mirzan") as Non-Independent Non-Executive Director of the Company with effect from 29 October 2014.

The details of Mr Mirzan, as required under Rule 704(6) of the Listing Manual Section B: Rules of Catalist of the Singapore Exchange Securities Trading Limited (the "SGX-ST"). is set out below.

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 relevant rules of the SGX-ST. The Sponsor has not independently verified the contents of this announcement.

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 Mark Liew, Managing Director, Corporate Finance, at 20 Cecil Street, #21-02 Equity Plaza, Singapore 049705, telephone (65) 6229 8088.

Additional Details

Date Of Appointment
29/10/2014
Name Of Person
Mirzan Bin Mahathir
Age
56
Country Of Principal Residence
Malaysia
The Board's comments on this appointment (including rationale, selection criteria, and the search and nomination process)
The appointment is following the placement of 27 million shares in the Company to CE Ventures Offshore Ltd, a BVI-registered investment company controlled by Mr. Mirzan. The Nominating Committee ("NC") has reviewed the credentials of Mr Mirzan and believes Mr Mirzan has the qualification and experience to act in the appointed capacity and contribute towards the core competencies of the Board. As recommended by the NC, the Board approved his appointment.
Whether appointment is executive, and if so, the area of responsibility
Non-Executive
Job Title (e.g. Lead ID, AC Chairman, AC Member etc.)
Non-Independent Non-Executive Director
Familial relationship with any director and/ or substantial shareholder of the listed issuer or of any of its principal subsidiaries
None
Conflict of interests (including any competing business)
None
Working experience and occupation(s) during the past 10 years
October 2007 - Present
Executive Chairman and Chief Executive Officer of Crescent Capital Sdn Bhd

September 1992 - June 2007
Executive Chairman and President of Konsortium Logistik Berhad.
Shareholding interest in the listed issuer and its subsidiaries?
Yes
Shareholding Details
Indirect Interest - 27,000,000 ordinary shares
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)
San Miguel Corporation
Amona International Ventures Sdn Bhd
Crescent Energy Oil (C) Ltd
Lafe Corporation Ltd
AHB Holdings Berhad
Present
Strategem Pte Ltd
CE Ventures Pte Ltd
Crescent Energy Holdings Pte Ltd
Peninsular Commodities Trade Pte Ltd
Crescent Energy Investment Pte Ltd
Maharizan Sdn Bhd
Sabit Sdn Bhd
Strategem Sdn Bhd
Equinox Properties Sdn Bhd
Iskandar Holdings Sdn Bhd
Stenta Films (M) Sdn Bhd
Asian Strategy & Leadership Incorporated Sdn Bhd
Betamek Electronics (M) Sdn Bhd
Opcom Cables Sdn Bhd
Icognitive Central Sdn Bhd
Crescent Capital Sdn Bhd
Crescent Energy Sdn Bhd
M Ocean Holdings Sdn Bhd
M Ocean Capital Sdn Bhd
Maple Icon Sdn Bhd
Betamek Sales & Services Sdn Bhd
Penta Energy Sdn Bhd
Chersonese Oil Sdn Bhd
Chersonese Gas Sdn Bhd
Chersonese Terminal Operations Sdn Bhd
Crescent Capital Resources Sdn Bhd
Tropical Dimension Sdn Bhd
Solid Maple Sdn Bhd
Utara Capital Ltd
Crescent Energy Ltd
Al Sadd Investment Ltd
Quest Ventures Ltd
Profina Company Ltd
Jesselton Company Ltd
Capetronic Consumer USA (HK) Ltd
Crescent Energy Pte Ltd
Bamberg Company Ltd
Ingerson Company Ltd
CE Ventures Offshore Ltd
Petron Corporation
Lacertus International Co Ltd
Libertas Co Ltd
Kakinada Seaports Ltd
Cuddalore Port Company Pte Ltd
Samudra Maritime Co Pte Ltd
Utara Ventures FZE
OOKM 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?
Yes
If Yes, Please provide full details
A company, Pinnz Pte Ltd wherein I was a non-executive director, had been dissolved in June 2007 as a result of voluntary winding-up by the creditors. All matters have been resolved and I believe there are no further outstanding matters.
(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
The Malaysian Securities Commission ("SC") compounded a fine of RM100,000 for an offence committed under Section 32(6) of Securities Commission Act 1993 for breach of conditions under the proposed use of proceeds from a private placement exercise undertaken by Konsortium Perkapalan Berhad ("Konsortium") in December 2000. The fine was imposed on me as the Executive Chairman of Konsortium as I had approved the said utilisation of funds (for repayment of debt facilities and interest payment) which was not in accordance with SC's approval.
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
1. Lafe Corporation Limited listed on the Main Board of the SGX-ST
2. AHB Holdings Berhad listed on the Bursa Saham Malaysia ("BSM")
3. Dataprep Holdings Berhad listed on the BSM
4. Nakamichi Corporation Berhad listed on the BSM
5. Dolomite Corporation Berhad listed on the BSM
6. Worldwide Holdings Berhad listed on the BSM but delisted in 2008
7. Petron Corporation listed on the Philippine Stock Exchange
8. San Miguel Corporation - listed on the Philippine Stock Exchange
9. Emerson Radio Corporation listed on the New York Stock Exchange Market
10. Pelikan Holdings AG listed on the Zurich Stock Exchange, Switzerland