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Lead ID of Kitchen Culture Writes to Shareholders Expressing Concerns About Major Shareholder OOWAY Group Which is Leading Second Attempt to Call for EGM To Remove 5 Directors

indie
7 minutes

SINGAPORE, Nov 23, 2022 - (ACN Newswire via SEAPRWire.com) - The Lead Independent Director ("Lead ID") of Kitchen Culture Holdings Ltd. ("Kitchen Culture" or the "Company"), in a letter to shareholders today, has expressed concerns about promises made to the Company by its largest shareholder, OOWAY Group Ltd. ("OOWAY"), which is leading a second attempt to remove 5 of 6 directors via an extraordinary general meeting ("Second Intended EGM").While Kitchen Culture's Board, acting on legal advice, has announced that the Second Intended EGM scheduled for this Friday is defective and invalid for non-compliance with the Companies Act 1967 and the Company's Constitution, Lead ID William Teo Choon Kow ("Mr Teo") said shareholders have raised concerns about OOWAY and have continued to seek answers about its promises to the Company.OOWAY and 7 individuals (the "Requisitioners") who own an aggregate of 21.71% of the Company's shares have made 2 attempts in recent weeks to remove Mr Teo and 4 others - Mr Lim Wee Li (Executive Director), Mr Lau Kay Heng (Non-Executive Non-Independent Chairman), and IDs, Mr Ang Lian Kiat and Mr Peter Lim King Soon. The Requisitioners want to replace them with 5 ...

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OOWAY GROUP Clarifies Factual Inaccuracy in Kitchen Culture’s 14 October 2022 Announcement to SGXNet

indie
4 minutes

SINGAPORE, Oct 20, 2022 - (ACN Newswire via SEAPRWire.com) - OOWAY Group Ltd today announced that it wishes to clarify the factual inaccuracy in Kitchen Culture Holdings Limited's 14 October 2022 announcement ("Announcement") to SGXNet with regard to an interest-free loan of S$1.5 million (Unconditional Interest-Free Loan) that was offered to Kitchen Culture by OOWAY Group as a gesture to assist the Company in alleviating its dire financial situation. Kitchen Culture's Announcement had stated:"As regards the S$1.5 million interest-free loan proposed by the OOWAY Group as referred to in the Article, it came with the pre-condition that a specific candidate had to be appointed as Chief Financial Officer ("CFO") of the Company".OOWAY Group would like to clarify that the final version of the Loan dated 8 June 2022 and offered to the Company, did not come with any pre-conditions, and that Kitchen Culture's Announcement to SGXNet was a factual inaccuracy.From May 2022 to early June 2022, there were several rounds of discussions on the loan amount and conditions tied to the loan. The final version of the Term Sheet dated 8 June 2022 was signed by OOWAY Group and then circulated to Kitchen ...

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OOWAY Group Seeks to Appoint New Board to Turn Around Kitchen Culture

indie
6 minutes

SINGAPORE, Oct 12, 2022 - (ACN Newswire via SEAPRWire.com) - OOWAY Group Ltd, the single largest shareholder, together with 7 other shareholders[1] of Kitchen Culture Holdings Ltd. has on 30 September 2022 informed the Company's Board of the intention to convene an extraordinary general meeting of the Company (EGM) pursuant to Section 177 of the Companies Act[2].The upcoming EGM seeks to remove 5 of the current Kitchen Culture's Board of Directors and appoint 5 new members to the Board. Reference SGXNET 30 Sep 2022: https://tinyurl.com/mr5pxncrReasons for Calling for EGM OOWAY Group emphasises that without a change in the current Kitchen Culture board, the value of Kitchen Culture's 27.65% stake in OOWAY Technology Pte Ltd (which is its most valuable asset) would be unrealised and ultimately wasted.OOWAY Group reiterates that the implementation of a long-term and viable business plan for OOWAY Technology is the only path available now for the resumption of trading in Kitchen Culture shares, and ultimately a share price that would reflect its fundamentals.Mr Liu Yanlong, representative for OOWAY Group, said, "With OOWAY Group's existing and new business capabilities in Big Data Anal...

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Kitchen Culture’s business transformation at risk – funds raised not accounted for

indie
6 minutes

SINGAPORE, Apr 21, 2022 - (ACN Newswire via SEAPRWire.com) - As the single largest shareholder of Kitchen Culture Holdings Ltd. ("Kitchen Culture") with a 21.19% stake, OOWAY Group Ltd. ("OOWAY Group" or the "Group") shares the frustration of many shareholders who raised concerns over matters of internal controls and governance ahead of Kitchen Culture's recent Annual General Meeting held on 18 March 2022. We are deeply disappointed by the findings of Baker Tilly Consulting (Singapore) Pte. Ltd.'s ("BTC") latest report which confirm our worst fears regarding the shocking matters of concern which were first revealed in June 2021 after Kitchen Culture's Audit Committee engaged BTC to review its internal controls.In August 2020, Kitchen Culture entered into a sale and purchase agreement and a shareholder's agreement with OOWAY Group to acquire a 30% equity stake in OOWAY Technology Pte. Ltd. ("OOWAY Technology") at a purchase consideration of S$23.92 million (the "Purchase Consideration") to be satisfied by way of the allotment and issue of 90,000,000 new ordinary shares in the capital of Kitchen Culture at an issue price of S$0.2658 per ordinary share ("Acquisition").Mr Liu Yanlong, ...