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

END

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