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| Announcement Title | Change - Announcement of Appointment |
| Announcement Subtitle | Appointment of Independent Director |
| Securities | HONG FOK CORPORATION LTD (HONGFOK) |
| Date & Time of Broadcast | Dec 31, 2014 12:44 |
| Submitted By | Koh Chay Tiang / Lo Swee Oi Company Secretaries |
| Description | Appointment of Independent Director, Member of Audit and Risk Management Committee, Nominating Committee and Remuneration Committee. |
| Appointment Details | |
| Date of appointment | Jan 1, 2015 |
| Name of person | Chan Pengee, Adrian |
| Age | 50 |
| Country of principal residence | Singapore |
| The Board's comments on this appointment | The Board of Directors of the Company, having considered the Nominating Committee's recommendation and assessment of Mr Chan Pengee, Adrian's qualifications and experience, is satisfied that the appointment of Mr Chan Pengee, Adrian as an Independent Director of the Company will be beneficial to the Board and the Company. |
| Whether appointment is executive, and if so, the area of responsibility | Non-Executive |
| Job title | Independent Director, Member of Audit and Risk Management Committee, Nominating Committee and Remuneration Committee |
| Familial relationship with any director and/or substantial shareholder of the listed issuer or of any of its principal subsidiaries | Nil |
| Conflict of interests (including any competing business) | Nil |
| Working experience and occupation(s) during the past 10 years | Mr Chan Pengee, Adrian is a practicing lawyer in the areas of mergers and acquisitions, corporate finance, corporate and commercial law, equity/debt capital markets, securities law, employment law and corporate governance. |
| Shareholding interest in the listed issuer and its subsidiaries | No |
| Other Directorships | |
| Note: 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) | - AMB Fund Holding Pte. Ltd. - Glogster Pte. Ltd. - Anadarko Singapore Pte. Ltd. - Leprino Foods Singapore Pte. Limited - Epic Bio Pte. Limited - Oniontech Limited - UPP Holdings Limited - Franklin Offshore Holdings Pte. Ltd. - International Stream Investments Pte. Ltd. (Dissolved - Creditors' voluntary winding up) - Al Mirage Property Holding Pte. Ltd. (Dissolved - Creditors' voluntary winding up) - Al Mirage Leisure Holding Pte. Ltd. (Dissolved - Creditors' voluntary winding up) - Sports Toto Malaysia Management Pte. Ltd. |
| Present | - Accounting and Corporate Regulatory Authority of Singapore - Hogan Lovells Lee & Lee - Singapore Institute of Directors - Isetan (Singapore) Limited - AEM Holdings Limited - Yoma Strategic Holdings Ltd - Global Investments Limited - Biosensors International Group, Ltd - Shared Services For Charities Limited - Nobel Design Holdings Ltd - Ascendas Fund Management (S) Limited |
| Information Required Persuant To Listing Rule 704(7)(H) | |
| (a) Whether at any time during the past 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 any 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 | Mr Chan is an Independent Director of AEM Holdings Limited. It was announced in May 2007 that 7 of its employees (including the then CEO) were under investigation by CPIB and he has assisted CPIB in their investigations. The then CEO was convicted for corruption in 2012. |
| (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 with 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 |
| Information Required persuant to Listing Rule 704(7)(I) | |
| Note: Disclosure applicable to the appointment of Director only | |
| Any prior experience as a director of a listed company? | Yes |
| If yes, please provide full details | Mr Chan Pengee, Adrian has been a Director of various SGX-listed companies since 2002. He is currently the Independent Director of: - Isetan (Singapore) Limited - AEM Holdings Limited - Yoma Strategic Holdings Ltd - Global Investments Limited - Biosensors International Group, Ltd - Nobel Design Holdings Ltd - Ascendas Fund Management (S) Limited He was previously the Independent Director of: - Oniontech Limited - UPP Holdings Limited |