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| Announcement Title | Change - Announcement of Appointment |
| Date & Time of Broadcast | Jun 16, 2025 19:59 |
| Status | New |
| Announcement Sub Title | Re-designation of Non-Independent Non-Executive Chairman to Executive Chairman |
| Announcement Reference | SG250616OTHR38EI |
| 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 Chairman to Executive Chairman. |
| Additional Details | |
| Date Of Appointment | 16/06/2025 |
| 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 Chairman of the Company. Mr. Zhai has agreed to be appointed as the Chief Executive Officer ("HK CEO") of Healthbaby Biotech (Hong Kong) Co., Limited, a subsidiary of the Company. For good corporate governance, such appointment has been reviewed and recommended by the Nominating Committee of the Company ("NC"), taking into consideration his qualifications and working experience. In view of Mr. Zhai's executive responsibilities as HK CEO, the Board of Directors of the Company (the "Board") has approved the re-designation of Mr. Zhai as Executive Chairman of the Company. Following his re-designation, Mr. Zhai will cease as a member of the Remuneration Committee. Mr. Zhai has abstained from all deliberations and decisions of the Board and the NC in respect of the above matters. |
| Whether appointment is executive, and if so, the area of responsibility | Executive Chairman |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | Executive Chairman, a member of the Nominating Committee |
| Professional qualifications | Certificate in Construction Economics, Anhui Investment Management School Master of Business Administration in Financial Management, University of Luton, United Kingdom Certificate of Advanced Management Programme, China Europe International Business School (CEIBS), China |
| 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 a Director nominated by 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. Director, Natali Healthcare Solutions UK Limited (2024 to present) 2. Chairman, Dendreon Pharmaceuticals LLC (2019 to present) 3. Chairman, Shandong Cord Blood Bank (2020 to 2025) 4. Chairman, Nanjing Xinjiekou Department Store Co., Ltd (2019 to 2024) 5. Vice Chairman, Nanjing Xinjiekou Department Store Co., Ltd (2019 to 2019) 6. Chairman, Natali Seculife Holdings Ltd. (2019 to 2024) 7. Vice Chairman and General Manager, Anhui Xinhua Media Co., Ltd (2015 to 2018) |
| 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, Shandong Cord Blood Bank 2. Chairman, Nanjing Xinjiekou Department Store Co., Ltd 3. Chairman, Natali Seculife Holdings Ltd |
| Present | 1. Director, Natali Healthcare Solutions UK Limited 2. Chairman, Dendreon Pharmaceuticals LLC |
| (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 | 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. |
| 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 Chairman of the Company prior to his re-designation as an Executive Chairman. |
| 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) | N/A |