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Change - Announcement Of Re-Designation Of Independent Non-Executive Director To Non-Independent Non-Executive Director
BackJun 14, 2024
| Announcement Title | Change - Announcement of Appointment |
| Date & Time of Broadcast | Jun 14, 2024 17:31 |
| Status | New |
| Announcement Sub Title | Re-Designation of Independent Non-Executive Director to Non-Independent Non-Executive Director |
| Announcement Reference | SG240614OTHRO02E |
| Submitted By (Co./ Ind. Name) | Daphne Chua |
| Designation | Company Secretary |
| Description (Please provide a detailed description of the event in the box below) | Re-Designation of Ms Veronica Julia McCann from Independent Non-Executive Director to Non-Independent Non-Executive Director. |
| Additional Details | |
| Date Of Appointment | 17/06/2024 |
| Name Of Person | Veronica Julia McCann |
| Age | 64 |
| 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) | Pursuant to the Securities and Futures (Licensing and Conduct of Business) Regulations, Ms Veronica Julia McCann would have served on the Board of the Company for a continuous period of nine years with effect from 17 June 2024, and would cease to be an independent director of the Company. Having considered the recommendation of the Nominating and Remuneration Committee ("NRC"), the Board concurred with the NRC and concluded that Ms McCann has the requisite experience, qualification and competencies, to continue to provide insights and support to the Board. As such, Ms McCann will be re-designated as Non-Independent Non-Executive Director with effect from 17 June 2024. Following her re-designation, Ms McCann will step down from her position as the Chair of the Audit and Risk Committee ("ARC"), but she will remain as a member of the ARC. |
| Whether appointment is executive, and if so, the area of responsibility | No |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | Non-Independent and Non-Executive Director ARC Member |
| Professional qualifications | CIMA, University of Central London Fellow Member, Chartered Institute of Management Accountants Member, Chartered Global Management Accountants Senior Accredited Director, 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 | Nil |
| Conflict of interests (including any competing business) | Nil |
| Working experience and occupation(s) during the past 10 years | August 2006 to June 2015: Chief Financial Officer and Deputy Chief Executive Officer, Commerzbank AG Singapore |
| 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 | 7,001,464 units in Manulife US REIT |
| # 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) | Nil |
| Present | Advanced MedTech Holdings Pte. Ltd. (Independent Non-Executive Director) |
| (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 | Yes |
| If Yes, Please provide full details | Ms McCann was deputy chief executive officer of Commerzbank AG, Singapore Branch from 2007 to 2015, during which Commerzbank AG, Singapore Branch was one of 20 banks subject to supervisory action by the Monetary Authority of Singapore ("MAS") for deficiencies in the governance, risk management, internal controls and surveillance systems for involvement in financial benchmark submissions, directed to adopt measures to address deficiencies and directed to appoint an independent party to ensure the robustness of remedial measures. However, Commerzbank AG, Singapore Branch was not required to set aside additional statutory reserves with the MAS. |
| (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 | Ms Veronica Julia McCann has been a director of Manulife US Real Estate Management Pte. Ltd., manager of Manulife US REIT, since 17 June 2015. |