Change - Announcement of Appointment::Re-designation of Non-Executive Director to Non-Executive Chairperson

Issuer & Securities

Issuer/ Manager
KITCHEN CULTURE HOLDINGS LTD.
Securities
KITCHEN CULTURE HOLDINGS LTD. - SG2D45972171 - 5TI
Stapled Security
No

Announcement Details

Announcement Title
Change - Announcement of Appointment
Date &Time of Broadcast
24-May-2021 17:51:46
Status
New
Announcement Sub Title
Re-designation of Non-Executive Director to Non-Executive Chairperson
Announcement Reference
SG210524OTHRXYHP
Submitted By (Co./ Ind. Name)
Lim Wee Li
Designation
Executive Director and Chief Executive Officer
Description (Please provide a detailed description of the event in the box below)
Re-designation of Non-Executive Director to Non-Executive Chairperson.

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. Lee Khai Yinn (Tel (65) 6232 3210), at 1 Robinson Road, #21-00 AIA Tower, Singapore 048542.

Additional Details

Date Of Appointment
25/05/2021
Name Of Person
Hao Dongting
Age
64
Country Of Principal Residence
China
The Board's comments on this appointment (including rationale, selection criteria, and the search and nomination process)
Having regard to Provision 3.1 of the Code of Corporate Governance 2018 which provides that the chairman and the chief executive officer are separate persons to ensure an appropriate balance of power, increased accountability, and greater capacity of the board for independent decision making, and having reviewed and considered the re-designation of Madam Hao Dongting ("Mdm Hao") and the attendant circumstances, the Board concluded that Mdm Hao possesses the requisite experience to carry out her duties as the Non-Executive Chairperson of the Company. Accordingly, the Board approved her re-designation as the Non-Executive Chairperson 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.)
Non-Executive Chairperson
Professional qualifications
Certificate of Senior International Finance Manager, International Financial Management Association
Master of Business Administration, National University of Singapore
Master of Economic Law, Chinese Academy of Social Sciences
Bachelor of Laws, Beijing Institute of Political Science and Law
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
Mdm Hao is a deemed controlling shareholder of the Company.

In addition, Mdm Hao is a director of OOWAY Holding Ltd. and OOWAY Group Ltd., the controlling shareholders of the Company.

Mdm Hao is also a director of OOWAY Technology Pte. Ltd., an associated company of the Group, and a director of OOWAY Data Technology (Beijing) Co., Ltd. (Dalushujukeji (Beijing) Youxiangongsi) and Firefly Technology Pte. Ltd., a wholly-owned subsidiary of OOWAY Technology Pte. Ltd..

Mdm Hao is also currently sitting on the board of directors of the following companies together with the Executive Director of the Company, Mr Lincoln Teo Choong Han:
- OOWAY Technology Pte. Ltd.
- Firefly Technology Pte. Ltd.
- Asian Enterprise Research Center Pte. Ltd.
- Asian Unicorn Club Pte. Ltd.
- OOWAY Big Data Pte. Ltd.
- OOWAY International Pte. Ltd.

Save as disclosed in this announcement, Mdm Hao is not related to any existing director, executive officer, the Company and/or its substantial shareholders or any of the Company's principal subsidiaries.
Conflict of interests (including any competing business)
Nil
Working experience and occupation(s) during the past 10 years
March 2020 to present: OOWAY Group Ltd. - Executive Director

June 2007 to present: CEE Tech and Management Pte. Ltd. - Executive Director
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?
Yes
Shareholding Details
Mdm Hao is deemed interested in 90,000,000 ordinary shares in the Company ("Shares"), being 21.19% of the total shareholding in the Company, held by OOWAY Group Ltd..

OOWAY Holding Ltd. is deemed to be interested in all the Shares held by OOWAY Group Ltd. under Section 7 of the Companies Act (Chapter 50) of Singapore ("Companies Act") and Section 4 of the Securities and Futures Act (Chapter 289) of Singapore ("SFA"), as it holds 47% shareholding in OOWAY Group Ltd.. Mdm Hao is also deemed to be interested in all the Shares held by OOWAY Group Ltd. under Section 7 of the Companies Act and Section 4 of the SFA, as she holds 100% shareholding in OOWAY Holding Ltd..
# 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)
Directorships:
Asia Brand Management Pte. Ltd.
Asia Brand Group Pte. Ltd.

Other Principal Commitments:
Please refer to "Working experience and occupation(s) during the past 10 years" section above.
Present
Directorships:

Within the Group:
OOWAY Technology Pte. Ltd. (associated company)
OOWAY Data Technology (Beijing) Co., Ltd. (Dalushujukeji (Beijing) Youxiangongsi) (associated company)
Firefly Technology Pte. Ltd. (associated company)

Outside the Group:
OOWAY Group Ltd.
OOWAY Holding Ltd.
OOWAY Big Data Pte. Ltd.
OOWAY International Pte. Ltd.
CEE Tech and Management Pte. Ltd.
CEE (China) Technology Co., Ltd. (Shidaijiahua (Zhongguo) Keji Youxiangongsi)
Beijing CEE Technology Co., Ltd. (Beijing Shidaijiahua Wangluokeji Youxiangongsi)
Beijing Wanhua Tongxin'er Technology Co., Ltd. (Beijing Wanhua Tongxiner Keji Youxiangongsi)
Asian Enterprise Research Center Pte. Ltd.
Asian Unicorn Club Pte. Ltd.
Billion Celestial Capital Pte. Ltd.
Global Energy Environment Holdings Pte. Ltd.
Asia Brand Capital Pte. Ltd.

Other Principal Commitments:
Please refer to "Working experience and occupation(s) during the past 10 years" section above.
(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
Any prior experience as a director of an issuer listed on the Exchange?
Yes
If Yes, Please provide details of prior experience
Mdm Hao had been appointed as the Non-Executive Director of the Company effective 14 April 2021. As set out in the Company's announcement dated 13 April 2021, the Company will arrange for Mdm Hao to receive training in the roles and responsibilities of a listed company in Singapore as prescribed by the SGX-ST.