Matex International Responds to SGX Queries – Key Updates on Board Changes and Legal Expenditure

Summary of Key Points

• Re-designation of Chairman: Mr. James Kho Chung Wah appointed as Independent Chairman following cessation of the previous Chairman.
• Legal Expenditure Review: Company incurred significant legal fees totaling S\$518,942.41 with Legal Solutions LLC between July and September 2025.
• Nature of Legal Engagements: Services involved addressing shareholder requisitions, share subscription agreements, two legal applications, and a settlement agreement.
• Board’s Position on Legal Fees: Current Board was not involved in original engagement; further review and court taxation process under consideration.
• No Evidence of Personal Benefit: Company unable to conclude that any legal expense benefited individual directors; former CEO confirmed legal counsel did not represent directors personally.

Detailed Report

1. Appointment of New Chairman

The Board of Directors of Matex International Limited has announced the re-designation of Mr. James Kho Chung Wah as the new Independent Chairman. This follows the cessation of the previous Chairman, which left the position vacant. The Board and the Nominating Committee, in compliance with Principle 3 of the Code of Corporate Governance 2018, considered the need for strong leadership and an appropriate balance of power between the Board and Management. After evaluating his experience, knowledge, and skills, Mr. Kho was deemed a suitable candidate to take on the Chairman role. This move is significant as it aims to stabilize leadership and ensure robust governance at a critical time for the Company.

2. Update on Legal Expenditure – S\$518,942.41 Incurred

Investors should take note of the substantial legal expenditure incurred by Matex International, which totals S\$518,942.41 (excluding GST) for professional fees and disbursements paid to Legal Solutions LLC between July 5 and September 25, 2025. The Company entered into two engagement letters with Legal Solutions LLC, dated July 8 and July 15, 2025.

• First Engagement: Legal Solutions LLC was engaged to act for and advise the Company concerning two letters of requisition received from shareholders.
• Second Engagement: The firm was engaged to act for Matex International in relation to a legal application (HC/OA 733/2025), with subsequent work on another application (HC/OA 790/2025) and a settlement agreement.
• Additional Work: Legal advice and drafting were also provided for share subscription agreements between the Company and shareholders Ms. Lim Yan Peng and Ms. Gan Peiling.

The current Board clarified that they were not involved in the engagement, instruction, or approval of this legal expenditure at the material time, raising potential questions regarding internal controls and oversight of past expenditure. The Board is still deliberating its options, including the possibility of commencing a Court taxation process to further review the appropriateness of the legal fees.

3. No Evidence of Legal Fees for Personal Benefit

Following a thorough internal review, the Company was unable to find any evidence that the legal expenses incurred were for the benefit of any individual director. Furthermore, Dr. Tan Pang Kee, the former Chief Executive Officer and Managing Director, has formally confirmed that Legal Solutions LLC did not act for any directors in their personal capacities.

Potential Price-Sensitive Considerations for Shareholders

• High Legal Expenditure: The large quantum of legal fees could impact the Company’s financials and may raise concerns among investors regarding governance and expenditure controls.
• Ongoing Review: The Board’s consideration of a Court taxation process or other actions to scrutinize past legal spending introduces uncertainty about potential recoveries or additional disclosures.
• Leadership Changes: The appointment of a new Independent Chairman could signal a positive shift in governance and oversight, potentially restoring investor confidence.
• Regulatory Scrutiny: The public response to SGX queries highlights active regulatory oversight, which may have implications for future corporate disclosures and transparency standards.

Other Notable Information

The Company’s Sponsor, ZICO Capital Pte. Ltd., has reviewed the announcement, but the Singapore Exchange Securities Trading Limited (SGX-ST) has not examined or approved its content and assumes no responsibility for the accuracy of the statements or opinions expressed.

Conclusion

Investors should remain vigilant regarding Matex International’s ongoing review of its legal expenditure and the implications for corporate governance. The significant legal costs and leadership changes are material events that may affect share value, depending on the outcomes of the Board’s deliberations and any further regulatory or legal developments.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. Readers should conduct their own due diligence or consult professional advisors before making investment decisions. The information herein is based on publicly released company announcements and may be subject to change or clarification.

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