Change - Announcement of Appointment::APPOINTMENT OF LEAD INDEPENDENT DIRECTOR

Issuer & Securities

Issuer/ Manager
AXINGTON INC.
Securities
AXINGTON INC - MYA010LA0136 - XHV
Stapled Security
No

Announcement Details

Announcement Title
Change - Announcement of Appointment
Date &Time of Broadcast
14-Jun-2024 23:58:04
Status
New
Announcement Sub Title
APPOINTMENT OF LEAD INDEPENDENT DIRECTOR
Announcement Reference
SG240614OTHRFHA9
Submitted By (Co./ Ind. Name)
Ang Chiang Meng
Designation
Executive Director
Description (Please provide a detailed description of the event in the box below)
APPOINTMENT OF LEAD INDEPENDENT DIRECTOR

This announcement has been reviewed by the Company s Sponsor, RHT Capital Pte. Ltd. (the "Sponsor"). It has not been examined or approved by the Singapore Exchange Securities Trading Limited (the "Exchange") and the Exchange assumes no responsibility for the contents of this document, including the correctness of any of the statements or opinions made or reports contained in this document.

The contact person for the Sponsor is Mr. Joseph Au at 36 Robinson Road, #10-06 City House, Singapore 068877, Email: sponsor@rhtgoc.com.

Additional Details

Date Of Appointment
20/06/2024
Name Of Person
Tan Thiam Hee
Age
55
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)
As disclosed in the Company s circular to shareholders dated 27 December 2023, Mr Tan Thiam Hee is appointed as Lead Independent Director of the Company as part of the re-constitution of the Board following the completion of the Proposed Acquisition on 14 June 2024.
Whether appointment is executive, and if so, the area of responsibility
Non-executive
Job Title (e.g. Lead ID, AC Chairman, AC Member etc.)
Lead Independent Director, Chairman of Audit and Risk Committee and member of Nominating Committee
Professional qualifications
Fellow Chartered Accountant of Institute of Chartered Accountants of Singapore

Fellow Certified Public Accountant of CPA Australia

Senior Accredited Director of Singapore Institute of Directors

Graduate member of Australian Institute of Company Directors

Bachelor of Accountancy (Merit) from Nanyang Technological University

Master of Business Administration (International Business) from Nanyang Technological University

Executive Certificate in Corporate and Environmental Sustainability module 1 and 2 from Nanyang Business School, Nanyang Technological University
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
Nil
Conflict of interests (including any competing business)
Nil
Working experience and occupation(s) during the past 10 years
Sep 2014 - Present: Founder and Director, Viva Corporate Advisory Pte Ltd (business consulting)

Jul 2020 - Present: Non-executive Director, Borden Eagle Singapore Pte Ltd (pharmaceutical group - owner and manufacturer of Eagle and related brand topical analgesic products)

Oct 2021 - Present: CFO, K Hospitality Pte Ltd (operation of hotel and related services)

Aug 2019 - Feb 2022: Non-executive Director, Koon Holdings Ltd (ASX and SGX listed construction and related businesses)

Nov 2018 - Jul 2021: Group CFO, BizGo Holdings Limited (SaaS solutions provider)

Jun 2015 - Mar 2022: Group CEO and Executive Director, Emerging Towns and Cities Singapore Ltd (property development and investment)

Aug 2013 - Oct 2020: Director, ACH Investment Pte Ltd (corporate and financial advisory)

Aug 2013 - Apr 2016: Non-executive Chairman, GPS Alliance Holdings Limited (ASX listed property agency, property development and investment and related businesses)
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)
ACH Investment Pte Ltd

AT&S Pte. Ltd. (formerly known as KS Distribution Pte. Ltd.)

BizGo (SG) Pte Ltd

BizGo Holdings Pte Ltd

BizGo India Private Limited

DAS Pte. Ltd.

Emerging Towns & Cities Singapore Ltd.

Futura Asset Holdings Pte. Ltd.

Golden Land Real Estate Development Co., Ltd

Hin Leong Marine International (Pte.) Ltd. (in liquidation)

Koon Construction and Transport Co., Pte Ltd (in liquidation)

Koon Holdings Limited (in liquidation)

KS Resources Pte. Ltd.

Ocean Bunkering Services (Pte) Ltd (in liquidation)

Trechance Holdings Ltd

Uni Global Power Pte. Ltd.

Xihe Investment Pte Ltd (in liquidation)
Present
Borden Eagle Singapore Pte Ltd

SG Plus Investment and Development Pte. Ltd.

Viva Corporate Advisory Pte. 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
Nominated by PwC, JM for Hin Leong Trading (Pte.) Ltd as directors for Xihe Investment Pte Ltd. Liquidators for Xihe appointed on 23 Apr 2021.

Nominated by PwC, JM for Hin Leong Trading (Pte.) Ltd as directors for Hin Leong Marine International (Pte) Ltd. Liquidators for HLM appointed on 2 Mar 2021.

Nominated by PwC, JM for Hin Leong Trading (Pte.) Ltd as directors for Ocean Bunkering Services (Pte) Ltd. OBS placed under provisional liquidation on 30 Nov 2020 and liquidators appointed on 15 Dec 2020.

Non-executive Director for Koon Holdings Ltd. Liquidators for KNH appointed in 2022.

Non-executive Director for Koon Construction and Transport Co., Pte Ltd. Liquidators for KCTC appointed in 2022.

Director for BizGo (SG) Pte Ltd. Company struck-off by application by directors.
(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
Yes
If Yes, Please provide full details
He was appointed to the board of directors of Emerging Town & Cities Singapore Ltd ("ETC"), a company listed on the Catalist Board of the SGX-ST, as an independent director on 24 June 2015. He eventually took the role of CEO on 15 December 2015.

He oversaw the appointment of Baker Tilly Consultancy as a "Special Auditor" to review and/or ascertain the accounts and transactions of the Group for FY2013 and FY2014 and whether there were any irregularities in the accounts and transactions of the Group. The Special Auditor noted weaknesses and/or lapses in corporate governance, internal controls, and possible non-compliance with Catalist rules. In 2015, ETC's independent auditor, Foo Kon Tan LLP, issued its Independent Auditor's Report which contained a qualified opinion. Qualifications include a failure to perform complete and correct declarations of related party transactions, inappropriate payments, and failure to fully comply with all accounting standards.

ETC received ACRA s notification to revise the audited financial statements for FY2019 and FY2018 comparative.

Koon Holdings Ltd received ACRA's notification to remediate certain findings to the consolidated financial statements for FY2019 through disclosure notes in the audited accounts for FY2020.
(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?
Yes
If Yes, Please provide details of prior experience
1. Group Chief Executive
Director and Executive
Director/Independent Director
and Audit Committee
Chairman, member of
Nominating Committee and
Remuneration Committee,
Emerging Towns & Cities
Singapore Limited
Catalist (Singapore)

2. Non-Executive Director,
Koon Holdings Limited
primary listed on Australia
Stock Exchange (ASX) and
secondary listing on SGX
(Singapore)

3. Non-executive Chairman,
GPS Alliance Holdings
Limited
ASX (Australia)

4. Independent Director/Audit
Committee Chairman and
member of Nominating
Committee and
Remuneration Committee,
JES International Holdings
Ltd SGX (Singapore)

5. Independent Director/Audit
Committee Chairman and
member of Nominating
Committee and Remuneration
Committee,
Passion Holdings Limited
SGX (Singapore)