Dr. Mohamad Zabidi Bin Ahmad
About Dr. Mohamad Zabidi Bin Ahmad
Dr. Mohamad Zabidi Bin Ahmad is an independent director of EVGR and serves as chairman of the Audit Committee; the board has determined he is independent under Nasdaq listing standards and SEC Rule 10A‑3 and that he qualifies as an “audit committee financial expert.” He is a Chartered Accountant (Malaysian Institute of Accountants) and holds a Doctor of Business Administration from University Utara Malaysia (April 2021) and a Bachelor of Accountancy (Honors) from Universiti Teknologi Mara (October 1996). His prior career spans CIMB Group (1982–2020), culminating as Senior Managing Director and Regional Treasurer managing approximately $27.7 billion of assets (2016–2020).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CIMB Group | Senior Managing Director; Regional Treasurer | 2016–Dec 2020 | Managed ≈$27.7B assets; Chair, Investment Committee; member, Group Management Committee, Treasury & Market Committee, Group Wholesale Banking Committee |
| CIMB Group | Various roles of increasing responsibility | Aug 1982–Dec 2020 | Progressive responsibilities across treasury and banking functions |
| Green Packet Malaysia | Senior Financial Market Advisor | May 2021–Oct 2021 | Advisory on financial markets for technology company |
| WGI SB (glove manufacturing) | Group Business & Financial Advisor | Feb 2021–Apr 2021 | Short-term advisory role |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Notes MS Sdn Bhd (fintech) | Non-Executive Chairman | Since Nov 2021 | Board leadership |
| BIMB Investment | Board Member | Since Oct 2021 | Member, Audit, Risk and Remuneration committees |
| Perdana University | Adjunct Professor; Board of Studies | Since Jun 2021 | Academic governance and curriculum input |
| IAIS Malaysia | Board Investment Committee Member | Since Apr 2021 | Policy recommendations; investment oversight |
| DDCapital Ltd. (fintech) | Senior Strategic Advisor & Senior Representative | Since Aug 2021 | Strategic advisory in fintech solutions |
| Tenang Solution SB (investment & IT consulting) | Non-Executive Chairman | Since Jan 2021 | Board oversight |
Board Governance
- Committee assignments and roles:
- Audit Committee: Members are Lim Wai Loong (Alan), Dr. Mohamad Zabidi Bin Ahmad, and Alberto Coronado Santos; Dr. Ahmad serves as chairman and is designated an audit committee financial expert.
- Compensation Committee: Members are Lim Wai Loong (Alan), Dr. Ahmad, and Alberto Coronado Santos; Lim serves as chairman.
- Nominating/Corporate Governance: No standing nominating committee (as of FY 2022); a majority of independent directors (including Dr. Ahmad) recommend director nominees per Nasdaq Rule 5605.
- Independence: Board determined Dr. Ahmad meets Nasdaq independence and SEC Rule 10A‑3(b)(1) standards.
- Audit committee cadence and responsibilities: Articles stipulate the Audit Committee shall meet at least once every financial quarter and review/approve related-party transactions; at least one member must be an “audit committee financial expert.”
- Board structure and mechanics (Articles of Association): Classified board; directors’ meeting procedures, quorum (two), written resolutions, and permissible interests subject to disclosure are codified.
Fixed Compensation
SPAC governance prohibits director cash payments prior to a business combination.
| Component | Amount/Terms | Source |
|---|---|---|
| Annual retainer (cash) | $0 prior to consummation of a Business Combination | |
| Committee membership fees | $0 prior to consummation of a Business Combination | |
| Committee chair fees | $0 prior to consummation of a Business Combination | |
| Meeting fees | $0 prior to consummation of a Business Combination | |
| Out-of-pocket expenses | Reimbursable for activities on behalf of the company |
Performance Compensation
No equity or incentive awards are granted to directors prior to the business combination; the compensation committee primarily reviews arrangements tied to the initial business combination.
| Instrument / Metric | Detail | Source |
|---|---|---|
| Stock awards (RSUs/PSUs) | None prior to business combination | |
| Option awards | None prior to business combination | |
| Target bonus % / Actual bonus | Not applicable prior to business combination | |
| Performance metrics (revenue, EBITDA, TSR, ESG) | Not applicable prior to business combination | |
| Clawback / Parachutes | Not disclosed for directors pre‑combination |
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | None disclosed in EVGR filings; external roles listed are non‑US public/other institutions. |
| Committee roles at other organizations | BIMB Investment Audit, Risk, Remuneration committees. |
| Interlocks (shared directorships with EVGR’s counterparties) | Not disclosed. |
Expertise & Qualifications
- Chartered Accountant; Malaysian Institute of Accountants (since June 2001).
- Doctor of Business Administration (University Utara Malaysia, Apr 2021); Bachelor of Accountancy (Honors, Universiti Teknologi Mara, Oct 1996).
- Deep treasury and risk management experience; led investment and treasury committees in a major ASEAN universal bank and oversaw ≈$27.7B of assets.
- Fintech advisory and governance across multiple organizations.
Equity Ownership
| As of Date | Shares Outstanding | Director | Shares Beneficially Owned | Ownership % | Notes |
|---|---|---|---|---|---|
| Jan 13, 2025 | 8,071,457 | Dr. Mohamad Zabidi Bin Ahmad | — | — | Table lists “—” for Dr. Ahmad; Sponsor and CEO collectively 3,407,500 (42.2%). |
Footnote: “*Less than one percent.” appears in the proxy ownership table for certain holders; Dr. Ahmad is shown as “—” (no reported beneficial ownership).
Governance Assessment
- Strengths: Independent director with extensive financial oversight experience; chairs the Audit Committee and is designated a financial expert; audit committee meets at least quarterly and oversees related‑party transactions per Articles.
- Alignment: Directors receive no cash compensation prior to a business combination; Dr. Ahmad reported no beneficial ownership as of Jan 13, 2025 (reduces pay‑driven conflicts but provides limited equity alignment prior to de‑SPAC).
- SPAC structural context: Sponsor/CEO beneficially own 3,407,500 shares (42.2%), indicating concentrated control; board disclosed that directors/officers may have interests in extension proposals through founder/private placement holdings (general disclosure).
RED FLAGS (monitor)
- Sponsor concentration: 42.2% combined beneficial ownership via Sponsor and CEO Liew Choon Lian may influence governance outcomes post‑combination.
- External litigation watchlist: Law firm announced investigation into EVGR’s proposed merger with Forekast Limited (general M&A class action alert).
- Pre‑combination incentives: No cash or equity compensation for directors prior to business combination; investors rely on committee rigor rather than pay‑for‑performance signals at SPAC stage.