Announcements
Change - Announcement Of Appointment Of Non-Executive Director
Apr 06, 2023
| Announcement Title | Change - Announcement of Appointment |
| Date & Time of Broadcast | Apr 6, 2023 17:24 |
| Status | New |
| Announcement Sub Title | Appointment of Non-Executive Director |
| Announcement Reference | SG230406OTHR6GUL |
| Submitted By (Co./ Ind. Name) | Pierre Prunier |
| Designation | Chief Executive Officer and Executive Director |
| Description (Please provide a detailed description of the event in the box below) | Appointment of Non-Executive Director - Mr Irawan Mulyadi This announcement has been reviewed by the Company's sponsor, SAC Capital Private Limited (the "Sponsor"). It has not been examined or approved by the Singapore Exchange Securities Trading Limited (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 Sponsor is Ms. Charmian Lim (Tel +65 6232 3210), at 1 Robinson Road, #21-00 AIA Tower, Singapore 048542. |
| Additional Details | |
| Date Of Appointment | 06/04/2023 |
| Name Of Person | Irawan Mulyadi |
| Age | 51 |
| Country Of Principal Residence | Indonesia |
| The Board's comments on this appointment (including rationale, selection criteria, board diversity considerations, and the search and nomination process) | The appointment of Mr Irawan Mulyadi ("Mr Irawan") as Non-Executive Director of Totm Technologies Limited (the "Company" and together with its subsidiaries, the "Group") was reviewed and approved by the Nominating Committee ("NC") and the Board who, after taking into account his working experience, qualifications, are satisfied that he is suitable for the role of Non-Executive Director of the Company. |
| Whether appointment is executive, and if so, the area of responsibility | Appointment is non-executive. |
| Job Title (e.g. Lead ID, AC Chairman, AC Member etc.) | Non-Executive Director |
| Professional qualifications | Bachelor of Business Computing from Swinburne University of Technology, Melbourne Australia |
| 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 Irawan is the President Director of PT. WAN Solutions ("PTWS"), a position he held since October 2009. He was a director and Chief Executive Officer of PT. International Biometrics Indonesia ("PT IBI"), a subsidiary of the Company from July 2019 to 3 April 2023. PTWS was a strategic partner of the Group for the supply of biometrics identification systems in Indonesia. For the financial year ended 31 May 2022 ("FY2022"), PTWS had purchased biometrics products from the Group totalling approximately S$2.42 million, which represented 21.7% of the Group's revenue for FY2022. For the financial period ended 30 November 2022 ("HY2023"), PTWS had purchased biometrics products from the Group totalling approximately S$14.27 million, which represented 84.2% of the Group's revenue for HY2023. |
| Conflict of interests (including any competing business) | No |
| Working experience and occupation(s) during the past 10 years | PT. International Biometrics Indonesia - Chief Executive Officer from July 2019 to 3 April 2023 PT. WAN Solutions - President Director from October 2009 till now PT. Terra Lentera Asia - Chairman from March 2021 till now PT. Qualysoft Center of Excellence - President Director from April 2021 till now Asa Ren Pte Ltd - Chairman & Co-founder from March 2021 till now Nature's Vault (Singapore) Pte Ltd - Director from Feb 2022 till now PT. Widtech Indonesia - President Commissioner from August 2011 till now PT Bukit Jimbaran Lestari - Director from October 2022 till now Travel Square - Chairman from November 2019 till now PT. Interaktif Seluler Indonesia - Director from February 2007 till now |
| 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 | Mr Irawan has a deemed interest of 10,784,397 ordinary shares which represent 0.8% of the total issued share capital of the Company. He also holds 5,000,000 employee share options representing 0.4% of the total issued share capital of the Company. |
| # 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) | Nil |
| Present | 1. PT. International Biometrics Indonesia 2. PT. WAN Solutions 3. PT. Terra Lentera Asia 4. Nature's Vault (Singapore) Pte Ltd 5. PT Bukit Jimbaran Lestari 6. PT. Qualysoft Center of Excellence 7. Asa Ren Pte Ltd 8. PT. Widtech Indonesia 9. PT. Interaktif Seluler Indonesia 10. Travel Square |
| (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? | No |
| If no, please state if the director has attended or will be attending training on the roles and responsibilities of a director of a listed issuer as prescribed by the Exchange | Mr. Irawan will be attending training on the roles and responsibilities of a director of a listed company in Singapore as prescribed by the Exchange. |
| 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 |