FULL APEX (HOLDINGS) LIMITED (Incorporated in Bermuda with limited liability) (Company Registration No.: 31906)
(Singapore Stock Code: BTY)
RESIGNATION OF COMPANY SECRETARY APPOINTMENT OF INDEPENDENT DIRECTOR RESIGNATION OF INDEPENDENT DIRECTOR
CHANGES IN THE COMPOSITION OF THE BOARD AND BOARD COMMITTEES
The Board of Directors (the "Board") of Full Apex (Holdings) Limited (the "Company") wishes to announce the following:
-
Resignation of Company Secretary
Ms Kwok Meei Ying ("Ms Monica Kwok") has resigned as Company Secretary of the Company with effect from 14 September 2021.
Mr. Ng Siew Hoong remains as the Company Secretary of the Company. - Appointment of Independent Director
Ms Monica Kwok has been appointed as an Independent Director and Chairman of Compensation Committee and Nominating Committee, as well as a member of its Audit Committee, with effect from 15 September 2021.
Ms Monica Kwok is considered independent pursuant to Rule 704(8) of the Listing Manual of the
Singapore Exchange Securities Trading Limited (the "SGX-ST") - Resignation of Independent Director
Mr. Er Kwong Wah ("Mr. Er") has resigned as an Independent Director with effect from 15 September 2021
Following Mr Er's resignation, he will relinquish his role as Chairman of the Compensation Committee and Nominating Committee and a member of its Audit Committee.
The Board would like to take this opportunity to put on record its appreciation to Mr. Er for his invaluable contribution to the Company during his tenure.
The detailed template announcements containing particulars of Ms Kwok Meei Ying Monica's appointment and Mr. Er Kwong Wah's resignation pursuant to Rule 704(7) of the Listing Manual of the SGX-ST have been announced separately.
Consequent to Ms Monica Kwok's appointment, and Mr. Er's resignation, as an Independent Director, the composition of the Board and the respective Board Committees shall be revised, with effect from 15 September 2021, as follows:
Board of Directors | ||
Mr. Guan LingXiang | - | Executive Chairman and Managing Director |
Ms Liang Huiying | - | Vice-Chairman and Executive Director |
Mr. Guan Haitao | - | Executive Director |
Mr. Chng Hee Kok | - | Lead Independent Director |
Ms Kwok Meei Ying Monica | - | Independent Director |
Audit Committee | ||
Mr. Chng Hee Kok | - | Chairman |
Ms Kwok Meei Ying Monica | - | Member |
Mr. Guan LingXiang | - | Member |
Compensation Committee | ||
Ms Kwok Meei Ying Monica | - | Chairman |
Mr. Chng Hee Kok | - | Member |
Mr. Guan LingXiang | - | Member |
Nominating Committee | ||
Ms Kwok Meei Ying Monica | - | Chairman |
Mr. Chng Hee Kok | - | Member |
Mr. Guan LingXiang | - | Member |
The Board is aware of the requirements in the Code of Corporate Governance 2018 (the "Code") which provides that:
- independent directors should make up at least half of the Board where the Chairman and the chief executive officer (or equivalent) is the same person, or where the Chairman in not independent (Principle 2, Provision 2.2); and
- the Compensation Committee and Audit Committee should comprise of all non-executive directors (Principle 6, Provision 6.2 and Principle 10, Provision 10.2 respectively).
The Board is of the view that the current scale of the Group's business and operations does not justify the appointment of a third non-executive and/or independent director for the purpose of the composition of the Board and reconstituting the Compensation Committee and the Audit Committee. All major decisions relating to the operations and management of the Group are jointly and collectively made by the Board after taking into account the opinions of all the Directors. As such, there is a balance of power and authority and no one individual controls or dominates the decision-making process in the Group.
In addition, Mr. Chng Hee Kok is the Lead Independent Director and he is available to shareholders where they have concerns and for which contact through the normal channels of communications with the Chairman or management are inappropriate or inadequate.
On behalf of the Board
FULL APEX (HOLDINGS) LIMITED
Guan LingXiang
Executive Chairman
6 September 2021
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Full Apex (Holdings) Ltd. published this content on 06 September 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 06 September 2021 15:21:02 UTC.