News.
Change - Announcement Of Re-Designation Of Independent Non-Executive Director To Non-Independent Non-Executive Director
BackApr 02, 2025
| Announcement Title | Change - Announcement of Appointment |
| Date & Time of Broadcast | Apr 2, 2025 7:31 |
| Status | New |
| Announcement Sub Title | Re-designation of Independent Non-Executive Director to Non-Independent Non-Executive Director |
| Announcement Reference | SG250402OTHRSK61 |
| Submitted By (Co./ Ind. Name) | Juliana Zhang |
| Designation | Company Secretary |
| Description (Please provide a detailed description of the event in the box below) | Pursuant to Listing Rule 210(5)(d)(iv), Mr Han Thong Kwang, an Independent Non-Executive Director of Venture Corporation Limited (the "Company") will be re-designated as a Non-Independent Non-Executive Director upon the conclusion of the Company's Annual General Meeting on 24 April 2025 (the "2025 AGM"). At the same time, Mr Han will step down as a member of the Nominating Committee. |
| Additional Details | |
| Date Of Appointment | 24/04/2025 |
| Name Of Person | Han Thong Kwang |
| Age | 62 |
| Country Of Principal Residence | Singapore |
| Date of last re-appointment (if applicable) | 27/04/2023 |
| The Board's comments on this appointment (including rationale, selection criteria, board diversity considerations, and the search and nomination process) | Mr Han Thong Kwang has served as an Independent Non-Executive Director since 1 January 2016. Pursuant to Listing Rule 210(5)(d)(iv), Mr Han will be redesignated as a Non-Independent Non-Executive Director upon the conclusion of the 2025 AGM. At the same time, Mr Han will step down as a member of the Nominating Committee. The Board had considered the Nominating Committee's recommendation and assessment on Mr Han's qualifications and experiences as well as the overall size, composition and diversity of skillsets of the Board, and is satisfied that Mr Han will continue to contribute relevant knowledge, skills and experience and complement the diversity of the Board. The Board and the Board Committees will continue to comply with the requirements of the Code of Corporate Governance 2018 following the above-mentioned changes. |
| Whether appointment is executive, and if so, the area of responsibility | Non-Executive |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | 1. Non-Independent Non-Executive Director 2. Member, Audit & Risk Committee 3. Member, Science, Technology & Innovation Committee |
| Professional qualifications | 1. Bachelor in Mechanical Engineering (Honours), National University of Singapore 2. Master of Science in Management of Technology, National University of Singapore |
| 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 | Mr Han has a strong background, global experience and in-depth knowledge in the technology industry. With nearly 30 years of experience, Mr Han held various senior management roles in operations, R&D, and product-line responsibilities globally. He was the Vice President of the Business Printing Division of Hewlett-Packard Company for 14 years and was responsible for developing and launching of the division s products and solutions, and driving its businesses worldwide. Mr Han was also responsible for the setting up and running of printing R&D centres in Singapore, China and India for 3 years. |
| 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) | Advisor and Shareholder of Adroit Investment Technologies Pte. Ltd. |
| Present | 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 Han has served as an Independent Non-Executive Director of the Company since 1 January 2016. |
| 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) | Not applicable |
