Change - Announcement of Appointment::Appointment of Chairman of the Company - Mr Jackson Chevalier Yap Kit Siong

Issuer & Securities

Issuer/ Manager
MEMIONTEC HOLDINGS LTD.
Securities
MEMIONTEC HOLDINGS LTD. - SGXE56008290 - SYM
Stapled Security
No

Announcement Details

Announcement Title
Change - Announcement of Appointment
Date &Time of Broadcast
30-Jun-2021 17:50:41
Status
New
Announcement Sub Title
Appointment of Chairman of the Company - Mr Jackson Chevalier Yap Kit Siong
Announcement Reference
SG210630OTHRHWQZ
Submitted By (Co./ Ind. Name)
Tay Kiat Seng
Designation
Executive Director and Chief Executive Officer
Description (Please provide a detailed description of the event in the box below)
Appointment of Chairman of the Company - Mr Jackson Chevalier Yap Kit Siong.

This announcement has been prepared by Memiontec Holdings Ltd. (the "Company") and its contents have been reviewed by the Company's sponsor, ZICO Capital Pte. Ltd. (the "Sponsor"), in accordance with Rule 226(2)(b) of the Singapore Exchange Securities Trading Limited ("SGX-ST") Listing Manual Section B: Rules of Catalist.

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 Ms. Goh Mei Xian, Associate Director, ZICO Capital Pte. Ltd. at 8 Robinson Road #09-00 ASO Building, Singapore 048544, telephone (65) 6636 4201.

Additional Details

Date Of Appointment
01/07/2021
Name Of Person
Jackson Chevalier Yap Kit Siong
Age
69
Country Of Principal Residence
Singapore
Date of last re-appointment (if applicable)
13/05/2020
The Board's comments on this appointment (including rationale, selection criteria, and the search and nomination process)
To enhance the Group's corporate governance practices, the Board, after taking into consideration the recommendation of the Nominating Committee ("NC"), will be separating the roles of the Chairman and the Chief Executive Officer ("CEO") to be held by separate persons. This is in compliance with Provision 3.1 of the Code of Corporate Governance 2018.

The Board, having considered the recommendation of the NC and having reviewed and considered the qualifications, working experience, skills, suitability and independence of Mr Jackson Chevalier Yap Kit Siong ("Mr Yap") (the Lead Independent Director of the Company), is satisfied that he has the requisite experience, knowledge and capability to assume the duties and responsibilities of the Chairman of the Company.

Accordingly, the Board approved the appointment of Mr Yap as Independent Non-Executive Chairman of the Company and Mr Tay Kiat Seng will step down as the Chairman of the Company with effect from 1 July 2021. Following the aforesaid appointment, Mr Yap will no longer assume the role of the Lead Independent Director of the Company as such requirement to have a Lead Independent Director under Provision 3.3 of the Code of Corporate Governance 2018 would no longer be applicable. For the avoidance of doubt, Mr Yap will remain as the Chairman of Remuneration Committee and a member of the NC and the Audit Committee.

The Board considers Mr Yap to be independent for the purpose of Rule 704(7) of the Catalist Rules.
Whether appointment is executive, and if so, the area of responsibility
Independent Non-Executive
Job Title (e.g. Lead ID, AC Chairman, AC Member etc.)
Independent Non-Executive Chairman of the Company, Chairman of the Remuneration Committee a member of the Audit Committee and the Nominating Committee
Professional qualifications
1. Bachelor of Engineering (Chemical and Materials), Auckland University
2. Fellow of the Singapore Institute of Directors
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
No
Conflict of interests (including any competing business)
No
Working experience and occupation(s) during the past 10 years
October 1997 to April 2014:
United Engineers Limited
- Chief Operating Officer (since October 1997 till February 2001)
- Group Managing Director and CEO (since February 2001 till January 2014)
- Senior Advisor and Non-Executive Non-Independent Director (since January 2014 till April 2014)
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)
Directorships:
1. Greatearth Pte. Ltd.
2. PT United Engineers Indonesia
3. NJCapital Sdn Bhd

Other Principal Commitment:
Nil
Present
Directorships:
1. Apex Healthcare Berhad
2. Leafydom Limited

Other Principal Commitment:
Nil
(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
Mr Yap is currently the Lead Independent Director of the Company. This announcement relates to the appointment of Mr Yap as Chairman of the Company.
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)
N.A.