Change - Announcement of Appointment :: Re-designation of Non-Independent Non-Executive Director to Non-Independent Non-Executive Chairman
BackJan 08, 2025
| Announcement Title | Change - Announcement of Appointment |
| Date & Time of Broadcast | Jan 8, 2025 8:14 |
| Status | New |
| Announcement Sub Title | Re-designation of Non-Independent Non-Executive Director to Non-Independent Non-Executive Chairman |
| Announcement Reference | SG250108OTHR1O6Y |
| Submitted By (Co./ Ind. Name) | Goh Xun Er |
| Designation | Company Secretary |
| Description (Please provide a detailed description of the event in the box below) | Re-designation of Non-Independent Non-Executive Director to Non-Independent Non-Executive Chairman |
| Additional Details | |
| Date Of Appointment | 07/01/2025 |
| Name Of Person | Zhai Lingyun |
| Age | 52 |
| Country Of Principal Residence | China |
| The Board's comments on this appointment (including rationale, selection criteria, board diversity considerations, and the search and nomination process) | Mr. Zhai Lingyun ("Mr. Zhai") is currently the Non-Independent Non-Executive Director of the Company. The Board of Directors of the Company ("Board") has, after taking into consideration the Nominating Committee's recommendation, reviewed Mr. Zhai's qualifications and working experience and approved the appointment of Mr. Zhai as Non-Independent Non-Executive Chairman of the Board. |
| Whether appointment is executive, and if so, the area of responsibility | Non-Independent Non-Executive Director |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | Non-Independent Non-Executive Director |
| Professional qualifications | Construction Economics, Anhui Investment Management School MBA, University of Luton |
| 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 | Yes Mr. Zhai is the Chairman of Shandong Qilu Stem Cell Engineering and Dendreon Pharmaceuticals LLC, US, both of which are subsidiaries of Nanjing Xinjiekou Department Store Co., Ltd., a substantial shareholder of the Company. |
| Conflict of interests (including any competing business) | No |
| Working experience and occupation(s) during the past 10 years | 1. General Manager, Anhui Branch of China Ping An Pension Insurance Co., Ltd. (January 2007 to July 2012) 2. Deputy General Manager, Anhui Xinhua Distribution (Group) Holding Co., Ltd (July 2012 to January 2015) 3. Vice Chairman and General Manager, Anhui Xinhua Media Co. Ltd (January 2015 to June 2018) 4. Chairman, Nanjing Xinjiekou Department Store Co., Ltd (2019 to 2024) 5. Chairman, Shandong Qilu Stem Cell Engineering (2020 to present) 6. Chairman, Dendreon Pharmaceuticals LLC, US (2019 to present) |
| 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) | 1. Chairman, Nanjing Xinjiekou Department Store Co., Ltd (2019 to 2024) 2. Chairman, Shandong Qilu Stem Cell Engineering (2020 to present) 3. Chairman, Dendreon Pharmaceuticals LLC, US (2019 to present) |
| Present | 1. Chairman, Shandong Qilu Stem Cell Engineering (2020 to present) 2. Chairman, Dendreon Pharmaceuticals LLC, US (2019 to present) |
| (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 | In around March 2024, the Commercial Affairs Department and the Monetary Authority of Singapore jointly commenced investigations into Cordlife Group Limited in relation to alleged breaches under the Securities and Futures Act 2001. |
| (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? | Yes |
| If Yes, Please provide full details | Yes. Please see the response set out in paragraph (j)(i). |
| (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? | Yes |
| If Yes, Please provide full details | On 25 July 2024, Mr Zhai attended an interview at the offices of the Commercial Affairs Department and was placed under arrest before being released on bail. As at the date of this announcement, Mr Zhai has not been charged or convicted of any offence. |
| Any prior experience as a director of an issuer listed on the Exchange? | Yes |
| If Yes, Please provide details of prior experience | Mr. Zhai has been a Non-Independent Non-Executive Director of the Company. |