Oniontech - Change - Announcement of Cessation::Cessation of Executive Director and Chief Technological Officer
Announcement Type: Announcement of Cessation
Company: EDITION LTD.
Stock Code/Name: 5HG - Oniontech
Company: EDITION LTD.
Stock Code/Name: 5HG - Oniontech
| Change - Announcement of Cessation::Cessation of Executive Director and Chief Technological Officer |
| Issuer & Securities |
| Issuer/ Manager | EDITION LTD. |
| Securities | EDITION LTD. - SG1S42927578 - 5HG |
| Announcement Details |
| Announcement Title | Change - Announcement of Cessation |
| Date & Time of Broadcast | 21-Jul-2014 21:38:58 |
| Status | New |
| Announcement Sub Title | Cessation of Executive Director and Chief Technological Officer |
| Announcement Reference | SG140721OTHRD7DA |
| Submitted By (Co./ Ind. Name) | Lee Jei Hoon |
| Designation | Executive Director/Chief Financial Officer |
| Description (Please provide a detailed description of the event in the box below) | Cessation of Executive Director and Chief Technological Officer. This announcement has been prepared by the Company and its contents have been reviewed by the Company's Sponsor, SAC Capital Private Limited, for compliance with the relevant rules of the SGX-ST. The Company's Sponsor has not independently verified the contents of this announcement. This announcement has not been examined or approved by the SGX-ST and the SGX-ST assumes no responsibility for the contents of this announcement, including the correctness of any of the statements or opinions made, or reports contained in this announcement. The contact person for the Company's Sponsor is Ms. Alicia Kwan at 1 Robinson Road, #21-02, AIA Tower, Singapore 048542, telephone (65) 6221 5590. |
| Additional Details |
| Name Of Person | Hur Jung Young |
| Age | 53 |
| Is effective date of cessation known? | Yes |
| If yes, please provide the date | 21/07/2014 |
| Detailed Reason (s) for cessation | As per the terms of the placement and call option agreement dated 21 February 2014 between the Company and B&L Group Pte. Ltd., which agreement was approved by shareholders at the extraordinary general meeting on 16 July 2014. The Company's Sponsor has contacted Mr Hur Jung Young and based on its enquiries, is satisfied that other than as disclosed in this announcement, there are no material reasons for the cessation of Mr Hur Jung Young as Executive Director and Chief Technological Officer of the Company. Mr Hur will remain as a director of the Company's wholly-owned subsidiary, Oniontech Co., Ltd. |
| Are there any unresolved differences in opinion on material matters between the person and the board of directors, including matters which would have a material impact on the group or its financial reporting? | No |
| Is there any matter in relation to the cessation that needs to be brought to the attention of the shareholders of the listed issuer? | No |
| Any other relevant information to be provided to shareholders of the listed issuer? | No |
| Date of Appointment to current position | 31/12/2004 |
| Does the AC have a minimum of 3 members (taking into account this cessation)? | Yes |
| Number of Independent Directors currently resident in Singapore (taking into account this cessation) | 3 |
| Number of cessations of appointments specified in Listing Rule 704 (7) or Catalist Rule 704 (6) over the past 12 months | 2 |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | Executive Director and Chief Technological Officer |
| Role and responsibilities | Executive Director and Chief Technological Officer |
| Familial relationship with any director and/ or substantial shareholder of the listed issuer or of any of its principal subsidiaries | Nil. |
| Shareholding interest in the listed issuer and its subsidiaries? | Yes |
| Shareholding Details | 2,374,000 ordinary shares in Edition Ltd. |
| Past (for the last 5 years) | Oniontech Co., Ltd (Korea) |
| Present | Oniontech Co., Ltd (Korea) |
Oniontech - Announcement of Cessation
Announcement Type: Announcement of Cessation
Company: EDITION LTD.
Stock Code/Name: 5HG - Oniontech
Company: EDITION LTD.
Stock Code/Name: 5HG - Oniontech
| Change - Announcement of Cessation::Cessation of Chairman and Chief Executive Officer who is a Nominating Committee Member |
| Issuer & Securities |
| Issuer/ Manager | EDITION LTD. |
| Securities | EDITION LTD. - SG1S42927578 - 5HG |
| Announcement Details |
| Announcement Title | Change - Announcement of Cessation |
| Date & Time of Broadcast | 21-Jul-2014 21:38:11 |
| Status | New |
| Announcement Sub Title | Cessation of Chairman and Chief Executive Officer who is a Nominating Committee Member |
| Announcement Reference | SG140721OTHRL51J |
| Submitted By (Co./ Ind. Name) | Lee Jei Hoon |
| Designation | Executive Director/Chief Financial Officer |
| Description (Please provide a detailed description of the event in the box below) | Cessation of Chairman and Chief Executive Officer who is a Nominating Committee Member. This announcement has been prepared by the Company and its contents have been reviewed by the Company's Sponsor, SAC Capital Private Limited, for compliance with the relevant rules of the SGX-ST. The Company's Sponsor has not independently verified the contents of this announcement. This announcement has not been examined or approved by the SGX-ST and the SGX-ST assumes no responsibility for the contents of this announcement, including the correctness of any of the statements or opinions made, or reports contained in this announcement. The contact person for the Company's Sponsor is Ms. Alicia Kwan at 1 Robinson Road, #21-02, AIA Tower, Singapore 048542, telephone (65) 6221 5590. |
| Additional Details |
| Name Of Person | Jang Jong Jung |
| Age | 53 |
| Is effective date of cessation known? | Yes |
| If yes, please provide the date | 21/07/2014 |
| Detailed Reason (s) for cessation | As per the terms of the placement and call option agreement dated 21 February 2014 between the Company and B&L Group Pte. Ltd., which agreement was approved by shareholders at the extraordinary general meeting on 16 July 2014. The Company's Sponsor has contacted Mr Jang Jong Jung and based on its enquiries, is satisfied that other than as disclosed in this announcement, there are no material reasons for the cessation of Mr Jang Jong Jung as Chairman and Chief Executive Officer of the Company. Mr Jang will remain as a director of the Company's wholly-owned subsidiary, Oniontech Co., Ltd. |
| Are there any unresolved differences in opinion on material matters between the person and the board of directors, including matters which would have a material impact on the group or its financial reporting? | No |
| Is there any matter in relation to the cessation that needs to be brought to the attention of the shareholders of the listed issuer? | No |
| Any other relevant information to be provided to shareholders of the listed issuer? | No |
| Date of Appointment to current position | 31/12/2004 |
| Does the AC have a minimum of 3 members (taking into account this cessation)? | Yes |
| Number of Independent Directors currently resident in Singapore (taking into account this cessation) | 3 |
| Number of cessations of appointments specified in Listing Rule 704 (7) or Catalist Rule 704 (6) over the past 12 months | 1 |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | Chairman, Chief Executive Officer and a member of Nominating Committee Member |
| Role and responsibilities | Chairman and Executive Director |
| Familial relationship with any director and/ or substantial shareholder of the listed issuer or of any of its principal subsidiaries | Nil. |
| Shareholding interest in the listed issuer and its subsidiaries? | Yes |
| Shareholding Details | 25,200,000 ordinary shares in Edition Ltd. |
| Past (for the last 5 years) | 1) Menta System Co., Ltd. 2) Oniontech Co., Ltd (Korea) |
| Present | 1) Menta System Co., Ltd. 2) Oniontech Co., Ltd (Korea) |
Oniontech - Change - Announcement of Appointment::Appointment of Independent Director
Announcement Type: Announcement of Appointment
Company: EDITION LTD.
Stock Code/Name: 5HG - Oniontech
Company: EDITION LTD.
Stock Code/Name: 5HG - Oniontech
| Change - Announcement of Appointment::Appointment of Independent Director |
| Issuer & Securities |
| Issuer/ Manager | EDITION LTD. |
| Securities | EDITION LTD. - SG1S42927578 - 5HG |
| Announcement Details |
| Announcement Title | Change - Announcement of Appointment |
| Date & Time of Broadcast | 21-Jul-2014 21:37:35 |
| Status | New |
| Announcement Sub Title | Appointment of Independent Director |
| Announcement Reference | SG140721OTHRUOJW |
| Submitted By (Co./ Ind. Name) | Lee Jei Hoon |
| Designation | Executive Director/Chief Financial Officer |
| Description (Please provide a detailed description of the event in the box below) | Appointment of Independent Director. This announcement has been prepared by the Company and its contents have been reviewed by the Company's Sponsor, SAC Capital Private Limited, for compliance with the relevant rules of the SGX-ST. The Company's Sponsor has not independently verified the contents of this announcement. This announcement has not been examined or approved by the SGX-ST and the SGX-ST assumes no responsibility for the contents of this announcement, including the correctness of any of the statements or opinions made, or reports contained in this announcement. The contact person for the Company's Sponsor is Ms. Alicia Kwan at 1 Robinson Road, #21-02, AIA Tower, Singapore 048542, telephone (65) 6221 5590. |
| Additional Details |
| Date Of Appointment | 21/07/2014 |
| Name Of Person | Lui Seng Fatt |
| Age | 61 |
| Country Of Principal Residence | Singapore |
| The Board's comments on this appointment (including rationale, selection criteria, and the search and nomination process) | The Board of Directors has accepted the recommendation of the Nominating Committee of Edition Ltd. which has reviewed Mr Lui Seng Fatt's qualifications and experience and approved the appointment of Mr Lui Seng Fatt as a non-executive independent director of Edition Ltd. The Board of Directors is of the view that Mr Lui Seng Fatt's experience will enhance the core competencies of the Board of Directors in view of the diversification of the business into property development. Pursuant to the Company's Articles of Association, Mr Lui Seng Fatt is subject to retirement and re-election at the next Annual General Meeting of the Company. |
| Whether appointment is executive, and if so, the area of responsibility | Non-executive. |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | Non-executive and independent director, chairman of Nominating Committee, a member of Audit 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 | Jan 2005 to Aug 2008 Regional Director Head of Investments, Jones Lang LaSalle Asia Pacific Jan 2003 to Aug 2004 President, GEREG Group of Companies Nov 1996 to Oct 2002 Senior General Manager, Keppel Land International Apr 1989 to Nov 1996 General Manager, Pidemco Land Limited (Now known as CapitaLand Ltd) |
| Shareholding interest in the listed issuer and its subsidiaries? | No |
| Past (for the last 5 years) | Ying Li International Real Estate Limited |
| Present | Strategic Capital Global Pty Ltd |
| (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 |
| (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 a listed company? | Yes |
| If Yes, Please provide full details | Ying Li International Real Estate Limited |
Oniontech - Change - Announcement of Appointment::Appointment of Executive Chairman and Chief Executive Officer
Announcement Type: Announcement of Appointment
Company: EDITION LTD.
Stock Code/Name: 5HG - Oniontech
Company: EDITION LTD.
Stock Code/Name: 5HG - Oniontech
| Change - Announcement of Appointment::Appointment of Executive Chairman and Chief Executive Officer |
| Issuer & Securities |
| Issuer/ Manager | EDITION LTD. |
| Securities | EDITION LTD. - SG1S42927578 - 5HG |
| Announcement Details |
| Announcement Title | Change - Announcement of Appointment |
| Date & Time of Broadcast | 21-Jul-2014 21:37:10 |
| Status | New |
| Announcement Sub Title | Appointment of Executive Chairman and Chief Executive Officer |
| Announcement Reference | SG140721OTHRQ29A |
| Submitted By (Co./ Ind. Name) | Lee Jei Hoon |
| Designation | Executive Director/Chief Financial Officer |
| Description (Please provide a detailed description of the event in the box below) | Appointment of Executive Chairman and Chief Executive Officer. This announcement has been prepared by the Company and its contents have been reviewed by the Company's Sponsor, SAC Capital Private Limited, for compliance with the relevant rules of the SGX-ST. The Company's Sponsor has not independently verified the contents of this announcement. This announcement has not been examined or approved by the SGX-ST and the SGX-ST assumes no responsibility for the contents of this announcement, including the correctness of any of the statements or opinions made, or reports contained in this announcement. The contact person for the Company's Sponsor is Ms. Alicia Kwan at 1 Robinson Road, #21-02, AIA Tower, Singapore 048542, telephone (65) 6221 5590. |
| Additional Details |
| Date Of Appointment | 21/07/2014 |
| Name Of Person | Ong Boon Chuan |
| Age | 58 |
| Country Of Principal Residence | Singapore |
| The Board's comments on this appointment (including rationale, selection criteria, and the search and nomination process) | The appointment is pursuant to the completion of the placement of new ordinary shares in Edition Ltd. (the "Company") to B&L Group Pte. Ltd., which was approved by the shareholders at the Extraordinary General Meeting, held on 16 July 2014. Shareholders approval has been obtained at the Extraordinary General Meeting in relation to Mr Ong Boon Chuan's appointment as an Executive Director of the Company. Please also refer to section 12 of the circular dated 24 June 2014 attached with this announcement for further information on Mr Ong Boon Chuan. |
| Whether appointment is executive, and if so, the area of responsibility | Yes. Mr Ong Boon Chuan is responsible for the overall business operations and management of the Group's property development business. |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | Executive Chairman and Chief Executive Officer. |
| 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) | Please refer to section 12.3 of the circular dated 24 June 2014 attached with this announcement for information on the deed of non-competition undertaking provided by Mr Ong Boon Chuan to the Company. |
| Working experience and occupation(s) during the past 10 years | 1987 to present: Managing director of TG Development Pte. Ltd. |
| Shareholding interest in the listed issuer and its subsidiaries? | Yes |
| Shareholding Details | Mr. Ong Boon Chuan is deemed interest in 195,000,000 ordinary shares of the Company held by B&L Group Pte. Ltd., representing approximately 52.4% in the issued and paid-up share capital of the Company (excluding treasury shares). |
| Past (for the last 5 years) | Please refer to list of past directorships attached with this announcement. |
| Present | Please refer to the list of present directorships attached with this announcement. |
| (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 |
| (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 a listed company? | No |
| If Yes, Please provide full details | Mr Ong Boon Chuan does not have experience as a director of a public listed company in Singapore but has undertaken the relevant training in Singapore to familiarise himself with the rules and responsibilities of a director of a public listed company in Singapore. |
| Attachments |
|
Oniontech - General Announcement::CHANGES IN THE COMPOSITION OF THE BOARD AND RECONSTITUTION OF BOARD COMMITTEES
Announcement Type: General Announcement
Company: EDITION LTD.
Stock Code/Name: 5HG - Oniontech
Company: EDITION LTD.
Stock Code/Name: 5HG - Oniontech
| General Announcement::CHANGES IN THE COMPOSITION OF THE BOARD AND RECONSTITUTION OF BOARD COMMITTEES |
| Issuer & Securities |
| Issuer/ Manager | EDITION LTD. |
| Securities | EDITION LTD. - SG1S42927578 - 5HG |
| Announcement Details |
| Announcement Title | General Announcement |
| Date & Time of Broadcast | 21-Jul-2014 21:35:59 |
| Status | New |
| Announcement Sub Title | CHANGES IN THE COMPOSITION OF THE BOARD AND RECONSTITUTION OF BOARD COMMITTEES |
| Announcement Reference | SG140721OTHR2JUO |
| Submitted By (Co./ Ind. Name) | Lee Jei Hoon |
| Designation | Executive Director/Chief Financial Officer |
| Description (Please provide a detailed description of the event in the box below) | Please see attached. |
| Attachments |
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