Wong Yi Dung Eden
About Wong Yi Dung Eden
Wong Yi Dung Eden (age 54) has served as an Independent Director of A SPAC III Acquisition Corp. (ASPC) since November 8, 2024. He is the Audit Committee Chair and designated “audit committee financial expert,” and also serves on the Compensation and Nominating Committees. His education includes an MBA from the University of Chicago (2016), a Bachelor of Laws from the University of London (2005), and a Bachelor of Commerce from the University of Melbourne (1991); he is a Fellow Member of CPA Australia (since 2017). He is currently Co‑Founder and Managing Partner of KEC Capital Company Limited (since August 2024) and a long‑standing Councillor of CPA Australia Greater China (since January 2019).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| East Pak Investment Management Co Limited | Founder, Managing Director, Responsible Officer | Nov 2010 – Oct 2018 | Managed Cayman fund focused on Greater China; daily management and sourcing across listed equities, fixed income, private equity, credit markets |
| ViiPark Financial Holdings Co Limited | Chairman | Nov 2018 – Apr 2024 | Oversight of strategic management and corporate governance |
| Goldman Sachs (Hong Kong) | Executive Director, Investment Management Division; Fixed Income, Currencies and Commodities Division | 2006 – 2010 | Senior roles across IMD and FICC |
| Credit Suisse (Hong Kong) | Director, Fixed Income Division | 2004 – 2006 | Fixed income leadership |
| ING Bank N.V. (Hong Kong) | Director of Debt Research | 2000 – 2004 | Directed debt research |
| HSBC (Hong Kong) | Credit Research Analyst; Corporate Relationship Manager; Executive Trainee | 1991 – 1998 | Early career in research and corporate banking |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| KEC Capital Company Limited | Co‑Founder & Managing Partner | Aug 2024 – Present | Strategic management, stakeholder relationships, internal control oversight |
| CPA Australia – Greater China Division | Councillor; prior Divisional President (2022), Deputy Divisional President (2020–2021), Chair of Financial Services Committee (2019–2022) | Jan 2019 – Present | Governance and professional standards leadership |
Board Governance
| Item | Details |
|---|---|
| Board composition | Four directors; holders of Founder Shares (Class B) elect directors prior to initial business combination |
| Independence status | Board determined Eden Wong is independent (along with Xiangge Liu and Pang Wai Yuen Marvin) |
| Committee memberships | Audit Committee (Chair); Nominating Committee (member); Compensation Committee (member) |
| Audit committee financial expert | Designated as “audit committee financial expert” |
| Committee activity | Audit Committee held no formal meetings in 2024; relied on monthly reports and written approvals given the SPAC’s lack of underlying operations |
| Election mechanics (pre‑combination) | Only holders of Founder Shares may vote to elect/remove directors prior to business combination; public shareholders do not vote on directors during this period |
Fixed Compensation
| Component | Amount/Terms | Period/Notes |
|---|---|---|
| Annual cash retainer | None prior to a business combination | No executive or director cash compensation paid; out‑of‑pocket expenses reimbursable |
| Committee membership fees | None prior to a business combination | |
| Committee chair fees | None prior to a business combination | |
| Meeting fees | None prior to a business combination | |
| Reimbursements | Out‑of‑pocket expenses reimbursed; quarterly audit committee review |
Performance Compensation
| Equity/Performance | Terms | Measurement/Triggers | Notes |
|---|---|---|---|
| Founder Share transfer (equity) | Sponsor intends to transfer 20,000 Founder Shares to each of the three independent directors at consummation of an initial business combination | Single‑trigger at closing of business combination | Founder Shares (Class B) convert into Class A at the time of business combination under one‑for‑one conversion (subject to anti‑dilution) |
| Clawback policy | Company has a Clawback Policy (Exhibit 99.4) | Policy existence disclosed | Exhibit listed in 10‑K; details not enumerated in narrative sections |
| Hedging/pledging restrictions | Prohibited: short‑term trading (<6 months), short sales, options trading, margin/pledging, hedging | Insider Trading Policy | Applies to directors, officers, employees and immediate family members |
Note: No RSUs/PSUs, options, or cash bonus metrics for directors are disclosed prior to the business combination.
Other Directorships & Interlocks
| Company/Institution | Role | Public/Private | Potential Interlock/Conflict |
|---|---|---|---|
| KEC Capital Company Limited | Co‑Founder & Managing Partner | Private | None disclosed with ASPC counterparties |
| CPA Australia (Greater China) | Councillor; prior leadership roles | Non‑profit/professional association | None disclosed with ASPC counterparties |
Expertise & Qualifications
- Capital markets leadership across buy‑side and sell‑side; senior roles at Goldman Sachs, Credit Suisse, ING, HSBC; fund management and governance experience at East Pak and ViiPark .
- Recognized accounting and governance credentials; MBA (Chicago Booth), LLB (London), BCom (Melbourne), Fellow Member at CPA Australia; designated audit committee financial expert at ASPC .
Equity Ownership
| Holder | Shares Beneficially Owned (as of Mar 5, 2025) | % of Outstanding Ordinary Shares |
|---|---|---|
| Wong Yi Dung Eden | 0 | 0% |
| Note (future transfer) | Sponsor intends to transfer 20,000 shares to each independent director upon consummation of an initial business combination | Timing contingent on closing; % will depend on post‑combination share count |
Beneficial ownership table in the 10‑K shows no holdings for Eden Wong at March 5, 2025; the Sponsor held 1,785,000 shares (22.17%), and has indicated intent to transfer Founder Shares to independent directors at closing. Hedging and pledging of company stock are prohibited under the Insider Trading Policy.
Governance Assessment
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Strengths
- Independent director, Audit Chair, and SEC‑defined “financial expert,” supporting board oversight of financial reporting and controls.
- Broad capital markets and governance background; senior roles across major institutions; professional accounting fellowship.
- Insider Trading Policy with explicit prohibitions on hedging/pledging/derivatives helps alignment and reduces governance risk.
-
Risks and potential conflicts
- Founder share transfer (20,000 shares) to independent directors at business combination closing creates an incentive to consummate any deal, potentially misaligning with public shareholders if target quality or terms are suboptimal. This is a governance red flag in SPACs. RED FLAG
- Sponsor economics and structure: Sponsor and insiders lose entire investment (Founder Shares and Private Placement Units) if no business combination; Sponsor may convert up to $1,150,000 of working capital loans into units; these dynamics can bias deal selection/timing. RED FLAG
- Extension governance: The October 2025 proxy pursued a charter amendment to extend the deadline to Nov 12, 2026 without additional trust contributions, and the Sponsor did not plan to fund extensions—reducing trust value per share for non‑redeemers versus current charter terms. Investor alignment concern
- Committee activity: Audit Committee held no formal meetings in 2024 (consistent with SPAC stage), but reliance on written approvals requires robust documentation; oversight effectiveness should be monitored as transaction processes intensify.
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Related‑party and process safeguards
- Independent director committee structure in place; policy to obtain a fairness opinion if the target is affiliated with Sponsor/officers/directors or if fair market value cannot be independently determined.
- Audit committee responsible for reviewing related‑party transactions; however, the company disclosed it had not yet adopted a formal related party policy (separate from code of ethics) at the time of the 10‑K.
Overall: Eden Wong brings strong financial oversight credentials and independence. The SPAC‑typical equity transfers and Sponsor incentives introduce conflicts that should be actively mitigated through independent committee processes, comprehensive fairness opinions for affiliated situations, and transparent shareholder communications—particularly given the extension approach and Sponsor funding posture.
Appendices (Key company policies relevant to director governance)
- Insider Trading Policy: prohibits short‑term trading, short sales, options trading, margin/pledging, and hedging; requires pre‑clearance, imposes blackout periods, and supports Rule 10b5‑1 plan governance.
- Clawback Policy: existence disclosed (Exhibit 99.4).