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| Announcement Title | Change - Announcement of Appointment |
| Date & Time of Broadcast | Jan 8, 2019 23:48 |
| Status | New |
| Announcement Sub Title | Announcement of Appointment of Independent Non-Executive Director |
| Announcement Reference | SG190108OTHRLK5I |
| Submitted By (Co./ Ind. Name) | Adrian Chui |
| Designation | CEO & Executive Director |
| Description (Please provide a detailed description of the event in the box below) | Please refer to attached announcement. |
| Additional Details | |
| Date Of Appointment | 08/01/2019 |
| Name Of Person | Leong Horn Kee |
| Age | 66 |
| Country Of Principal Residence | Singapore |
| The Board's comments on this appointment (including rationale, selection criteria, and the search and nomination process) | Dr Leong Horn Kee is one of the directors who will join ESR Funds Management (S) Limited ('ESR-FM') post-merger ESR-REIT and VIT. The Board of ESR-FM had reviewed Dr Leong Horn Kee's qualifications and work experience and supported his appointment as Independent Non-Executive Director of ESR-FM on the basis of Dr Leong's extensive experience in property development and management as well as corporate financial advisory businesses. |
| Whether appointment is executive, and if so, the area of responsibility | Not Applicable |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | Independent Non-Executive Director |
| Professional qualifications | Nil |
| Any relationship (including immediate family relationships) with any existing director, existing executive officer, the issuer 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 | Dr Leong is the Chairman of CapitalCorp Partners Pte Ltd, a boutique corporate finance advisory company, which he founded in 2009. He was with the Far East Organization group from 1993 to 2008, serving as Managing Director of Orchard Parade Holdings Limited, Managing Director and Chief Executive Officer of Yeo Hiap Seng Ltd, and Executive Director of Far East Organization, where he was closely involved in the development and management of industrial properties. Dr Leong also has extensive experience in the public sector, serving in the Ministry of Finance and Ministry of Trade and Industry from 1977 to 1983. He was a Member of Parliament for 22 years until 2006. He was the Non-Resident Ambassador to Mexico from 2006 to February 2013 and was appointed the Non-Resident High Commissioner to Cyprus in July 2014. Besides ESR-FM, Dr Leong presently serves on the boards of publicly-listed companies, namely IGG Inc, CSC Holdings Ltd and SPH REIT Management Pte Ltd, the manager of SPH REIT which is listed on the SGX. |
| 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? | Yes |
| Shareholding Details | 102,400 ESR-REIT units |
| Other Principal Commitments* Including Directorships# *"Principal Commitments" has the same meaning as defined in the Code # 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) | Please refer to Appendix 1. |
| Present | Please refer to Appendix 1. |
| (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 | Dr Leong presently serves on the boards of other publicly-listed companies, namely IGG Inc. and SPH REIT Management Pte Ltd, the manager of SPH REIT which is listed on the SGX. Before joining ESR Funds Management (S) Limited, Dr Leong is the Chairman of the Board, an Independent Non-Executive Director, a Member of the Investment Committee and Nominating & Remuneration Committee of Viva Industrial Trust Management Pte. Ltd. (Manager of Viva Industrial Real Estate Investment Trust) and Viva Asset Management Pte. Ltd. (Trustee-Manager of Viva Industrial Business Trust). He was the Managing Director and Chief Executive Officer of Yeo Hiap Seng Ltd from 2002 to 2005. |
| 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 |
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