Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 15, 2020, Mr. Steve Tan See Kuy retired and resigned from serving as
the Group General Manager of TOGL Technology Sdn. Bhd. ("TOGL Technology"), a
wholly owned subsidiary of Toga Limited (the "Company"), after three years of
service. Mr. Tan's resignation was effective as of December 31, 2020.
Mr. Roy Lim Jun Hao, TOGL Technology's Deputy Executive Officer, was promoted to
the role of Group General Manager of TOGL Technology on January 1, 2021.
Mr. Lim, age 30, has served as the Deputy Executive Officer of TOGL Technology
since November 2019. In his role as Deputy Executive Officer, Mr. Lim has led
the business development department in marketing activities, namely in
increasing the number of downloads of the Yippi App, the daily active Yippi
users, and the monthly active Yippi users. Previously, Mr. Lim was a member of
our Board of Directors from June 2018 until July 2019. Prior to that, Mr. Lim
was the Chief Executive Officer of Toga Chat Academy, a training system for
direct marketing independent sales agents, from January 2018 to October 2019.
From February 2015 to April 2018, Mr. Lim served as the Chief Operating Officer
and a director of Toga Capital Sdn. Bhd. ("Toga Capital") and was also a
controlling stockholder of Toga Capital. Mr. Lim ceased being affiliated with
Toga Capital when he sold all of his ownership in Toga Capital in February 2018
(effective September 18, 2018), and resigned from his positions. Pursuant to a
subscription agreement dated October 31, 2017, Toga Capital acquired an
aggregate of 12,324,758 shares of the Company's common stock between November
2017 and August 2018, at a purchase price of $0.10 per share, of which 6,324,758
shares were issued for the cancellation of $632,475 of debt, and 6,000,000
shares were issued for $600,000 of cash. Because Mr. Lim was both a controlling
stockholder and a management of Toga Capital at the time the subscription
agreement was entered into, this was a related party transaction. As of August
22, 2019, Toga Capital had transferred all of its ownership in the Company, and
currently holds no shares of the Company's common stock. Toga Capital and the
Company mutually agreed to terminate the Toga Capital Subscription Agreement,
effective May 31, 2020. Subsequent to May 31, 2020, we believe that Toga Capital
is no longer deemed to be a related party.
Mr. Lim has been working as marketing executive since he graduated from high
school in 2007. Mr. Lim has a variety of experience in marketing from small and
medium enterprises to large enterprises across a variety of industries,
including food and beverage, advertisement, telecommunication, information
technology, and apparel.
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