TIDMARMS
RNS Number : 5150S
Asia Resource Minerals PLC
08 July 2015
8 July 2015
For Immediate Release
Asia Resource Minerals plc ("ARMS" or the "Company")
Board and Committee Appointments
ARMS announces that following the appointment of Kin Chan as
Non-Executive Chairman, Dwi Prasetyo Suseno as Executive Director
and Chief Executive Officer and Fuganto Widjaja as a Non-Executive
Director of the Company on 1 July 2015, the board of directors of
ARMS (the "Board") has appointed a new Senior Independent
Non-Executive Director and made a number of appointments to the
committees of the Board.
Appointment of New Senior Independent Director
Warren Lee has been appointed as Senior Independent
Non-Executive Director of the Company with immediate effect.
Warren Lee Wa Lun, is the chairman of the board of SHK Hong Kong
Industries Limited ("SHK Industries"), a company listed on the main
board of The Stock Exchange of Hong Kong Limited ("Hong Kong Stock
Exchange"). He joined SHK Industries in July 1992 and became a
director in September 2004. He has also been a responsible officer
and director of Yu Ming Investment Management Limited ("Yu Ming")
since August 1996. Yu Ming is a financial adviser licensed by the
Securities and Futures Commission to carry out certain regulated
activities in Hong Kong under the Securities and Futures Ordinance.
The principal activities of Yu Ming are investment management and
corporate finance. Mr. Lee has advised on over 300 corporate
transactions for listed companies in Hong Kong including new
listings, hostile takeovers, privatisations, mergers and
acquisitions and equity and debt fund raising.
Between 22 December 2008 and 21 November 2013, Mr. Lee was a
director of First Natural Foods Holdings Limited, a company listed
on the Hong Kong Stock Exchange. Between June 2010 and June 2013,
Mr. Lee was an executive director of Viva China Holdings Limited, a
company listed on the growth enterprise market of the Hong Kong
Stock Exchange. Between December 2006 and May 2007, Mr. Lee was the
chief executive officer of Nam Tai Electronics, Inc. ("Nam Tai"),
an electronics manufacturing services provider listed on the New
York Stock Exchange. Between March 2004 and February 2006, he was
an independent non-executive director of Nam Tai Electronic &
Electrical Products Limited ("NTEEP"), a company listed on the main
board of the Hong Kong Stock Exchange. Between February 2006 and
April 2007, he was re-designated as a non-executive director of
NTEEP. NTEEP was privatised by Nam Tai in November 2009 and
delisted from the Hong Kong Stock Exchange. Between January 2007
and April 2007, Mr. Lee was also a non-executive director of J.I.C.
Technology Company Limited, a company listed on the main board of
the Hong Kong Stock Exchange.
Mr. Lee graduated with a Bachelor of Science Degree from The
University of East Anglia in England in 1986 and obtained a Master
of Science Degree from The City University Business School in
London in 1988.
The following information is required to be disclosed pursuant
to Rule 9.6.13 R (1) of the Listing Rules of the UK Listing
Authority in relation to the appointments of Mr. Chan, Mr. Suseno,
Mr. Widjaja and Mr. Lee:
Kin Chan
Current directorships of other publicly quoted companies:
-- Non-executive director of OUE Limited, an investment holding
company which is listed on the Singapore Exchange;
-- Non-executive director of TIH Limited, an investment holding
company which is listed on the Singapore Exchange;
Past directorships of other publicly quoted companies held
within the previous five years:
-- Non-executive director of BTS Group Holdings Public Company
Limited, a holding company for mass transit, property, media, and
service businesses, which is listed on the Stock Exchange of
Thailand;
-- Non-executive director of Grand Ocean Retail Group Limited,
an investment holding company, which is listed on the Taiwan Stock
Exchange;
-- Non-executive director of Golden Energy and Resources Limited
(formerly known as United Fiber Systems Limited), an investment
holding company engaged in forestry, pulp production and mining,
which is listed on the Singapore Exchange.
Mr. Chan is currently a director of ASM Asia Recovery Fund and
ASM Asia Recovery (Master) Fund, each of which are incorporated in
the Cayman Islands and are undergoing a return of capital by way of
voluntary liquidation. Mr. Chan was also a director of ASM HNW
Feeder Fund at the time it was dissolved by way of voluntary
liquidation on 30 April 2014.
Dwi Prasetyo Suseno
Past directorships of other publicly quoted companies held
within the previous five years:
-- Commissioner of PT Indo Straits Tbk, a coal mining logistics
company, which is listed on the Indonesian Stock Exchange.
Fuganto Widjaja
Current directorships of other publicly quoted companies:
-- Executive director, group chief executive officer and head of
coal business of Golden Energy and Resources Limited (formerly
known as United Fiber Systems Limited), an investment holding
company engaged in forestry, pulp production and mining, which is
listed on the Singapore Exchange.
-- President director of Golden Energy Mines Tbk, a holding
company engaged in mining and trading, which is listed on the
Indonesian Stock Exchange and a subsidiary of Golden Energy and
Resources Limited.
-- Director of PT Sinar Mas Multiartha Tbk, a holding company
engaged in financial services, which is listed on the Indonesian
Stock Exchange.
Warren Lee
Current directorships of other publicly quoted companies:
-- Chairman of the board of directors of SHK Hong Kong
Industries Limited, an investment company which is listed on the
main board of the Hong Kong Stock Exchange.
Past directorships of other publicly quoted companies held
within the previous five years:
-- Non-executive director of China Kingstone Mining Holdings
Limited, an investment holding company engaged in the mining and
sale of marble and marble-related products, which is listed on the
Hong Kong Stock Exchange.
-- Non-executive director of First Natural Foods Holdings Limited ("FNF") (now Imperial Pacific International Holdings Limited) from September 2012 to November 2013, having previously been executive director from December 2008 to September 2012. FNF, is an investment holding company, which is listed on the Hong Kong Stock Exchange.
-- Non-executive chairman of Rotol Singapore Limited, an
investment holding company engaged in general building and project
management services which was listed on the Singapore Exchange.
-- Non-executive director of Viva China Holdings Limited, an
investment holding company engaged in marketing and consultancy
services which is listed on the growth enterprise market of the
Hong Kong Stock Exchange.
Mr. Lee was appointed to the board of FNF, after the trading of
its shares on the Hong Kong Stock Exchange was suspended on 15
December 2008, in order to investigate the reasons leading to such
suspension. The board of directors of FNF found that FNF was
insolvent and accordingly petitioned for the appointment of
provisional liquidators to safeguard the assets of FNF, which were
appointed on 6 January 2009 and, following the completion of the
restructuring, FNF's shares were relisted on the Hong Kong Stock
Exchange on 6 September 2012.
There is no further information to be disclosed under Rules
9.6.11R to 9.6.15G of the Listing Rules in relation to the
appointments of Kin Chan, Dwi Prasetyo Suseno, Fuganto Widjaja and
Warren Lee.
Independence of Directors
The Board has determined that Warren Lee is independent in
character and judgment and consequently the Board considers Warren
Lee to be independent for the purposes of the UK Corporate
Governance Code (the "Corporate Governance Code").
The Board recognises that the Corporate Governance Code
currently recommends that smaller UK listed companies like ARMS
should have at least two directors who are independent in character
and judgment, and free from relationships or circumstances which
are likely to affect, or could appear to affect, their judgment.
Currently, the Board does not meet this requirement and it is the
intention of the Board that this arrangement will be addressed as
soon as practicable by the appointment of an additional independent
non-executive director. A further announcement will be made in due
course.
Committee Appointments
Audit Committee
Warren Lee (as Chairman) and Fuganto Widjaja, each having, in
the determination of the Board, the requisite recent and relevant
expertise, have been appointed as members of the Audit
Committee.
Nomination Committee
Warren Lee (as Chairman) and Fuganto Widjaja have been appointed
as members of the Nomination Committee
Remuneration Committee
Warren Lee (as Chairman) and Fuganto Widjaja have been appointed
as members of the Remuneration Committee.
Other Committees
For the time being, the duties and responsibilities of the
Conflicts and Litigation Committee and the Health, Safety,
Environment & Community Committee shall be reserved to the
Board. The Board intends to revisit the membership of such
committees following the appointment of an additional independent
non-executive director to the Board.
The Board recognises that, to comply fully with the Corporate
Governance Code, the audit committee, the nomination committee and
the remuneration committee of smaller UK listed companies like ARMS
should each have at least two members, who should be independent
non-executive directors. On the appointment of Warren Lee (as
Chairman) and Fuganto Widjaja, who is not considered independent,
none of the ARMS Audit Committee, the ARMS Nomination Committee or
the ARMS Remuneration Committee meet this requirement and it is the
intention of the Board that this arrangement will be addressed as
soon as practicable by the appointment to each of these committees
of an additional independent non-executive director in place of Mr.
Widjaja.
- ENDS-
For enquiries, please contact:
Asia Resource Minerals
plc
Sean Wade
+44 (0) 20 7201 7511
This information is provided by RNS
The company news service from the London Stock Exchange
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