Virginia Chan
About Virginia Chan
Virginia Chan, 62, serves as an independent director of Technology & Telecommunication Acquisition Corporation (TETEF). She is Chair of the Compensation Committee and a member of the Audit Committee, with a career spanning finance and administration roles in energy, engineering consulting, and corporate services, and professional memberships in MICPA and FPAM .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Flagship PMC Sdn Bhd | CEO & Director | Mar 2018–present | Liaised with international investors |
| Capital Improvement Sdn Bhd | Personal Assistant to Group President | Jan 2015–Feb 2018 | Provided financial leadership on JV and PMC |
| Wood Group Kenny Sdn Bhd | Financial Controller (Malaysia & Indonesia) | Aug 2008–Dec 2014 | Led accounts across regional operations |
| Pegasus Oil & Gas Consultants Sdn Bhd | Finance & Administration Manager | May 2003–Jul 2008 | Managed finance/admin for Malaysia office |
| Kvaerner Petrominco Engineering (Aker Solutions) | VP Finance & Administration | Aug 1996–Apr 2003 | Company management; finance/admin oversight |
| Wahab Khalid Consultants Sdn Bhd | Consulting Manager (KLIA project) | Sep 1993–Jul 1996 | Implemented accounting/internal controls for KLIA project |
| Coopers & Lybrand (PwC) | Assistant Manager | Apr 1989–Aug 1993 | Turnaround of distressed companies; audit/tax |
| KPMG | Supervisor | Dec 1981–Mar 1989 | Achieved MICPA; audit and tax across clients |
External Roles
| Organization | Role | Tenure/Status | Type |
|---|---|---|---|
| Financial Planning Association of Malaysia (FPAM) | Member | Since Jan 2003 | Professional association |
| Malaysian Institute of Certified Public Accountants (MICPA) | Member | Since Jan 1989 | Professional association |
Board Governance
- Committee assignments: Chair, Compensation Committee; Member, Audit Committee .
- Independence: Audit and Compensation Committees comprised solely of independent directors; Virginia is an independent director under NASDAQ rules .
- Nominating/governance: No standing nominating committee; independent directors (including Virginia) recommend director nominees .
- Attendance: Director meeting attendance rates not disclosed. Articles provide removal if absent for six months without consent, indicating attendance expectations .
Fixed Compensation
| Component | Disclosed Amount | Notes |
|---|---|---|
| Annual retainer (cash) | $0 | No cash remuneration to directors prior to consummation of a business combination |
| Committee chair fees | $0 | No compensation of any kind to sponsor, officers, directors prior to or in connection with completing business combination |
| Meeting fees | Not disclosed | No director cash remuneration pre-business combination per Articles |
| Other cash | None | Company pays $10,000/month to Sponsor for office/admin support (not director compensation) |
Performance Compensation
| Metric/Instrument | Status | Details |
|---|---|---|
| Stock awards (RSUs/PSUs) | Not disclosed | SPAC has not granted director equity pre-business combination |
| Options | Not disclosed | No director compensation instruments disclosed pre-business combination |
| Performance metrics (TSR/EBITDA/ESG) | Not disclosed | No performance-linked director pay disclosed |
| Clawbacks/COC provisions | Not disclosed | No director-specific policies disclosed |
Other Directorships & Interlocks
| Company | Board Role | Public/Private | Potential Interlock |
|---|---|---|---|
| Flagship PMC Sdn Bhd | Director | Private | None disclosed with TETEF counterparties |
| Prior companies (Wood Group Kenny, Kvaerner/Aker Solutions, Pegasus Oil & Gas) | Finance leadership roles | Subsidiaries/Private | None disclosed with TETEF counterparties |
No current public company directorships are disclosed for Virginia Chan .
Expertise & Qualifications
- Senior finance and administration leadership across energy, infrastructure, and consulting sectors .
- Professional qualifications: MICPA; FPAM membership .
- Committee leadership experience (Chair, Compensation; Member, Audit), with committees defined as independent .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Virginia Chan | 0 | 0.00% | As of Mar 13, 2025 and Aug 8, 2025, Virginia holds no shares |
| Sponsor (Technology & Telecommunication LLC) | 3,407,500 | 85.57%–85.65% | Sponsor controlled by CEO; reflects founder and private placement shares |
| Meteora Capital, LLC | 525,704–560,061 | 8.80%–14.06% | Schedule 13G/A filings referenced |
No pledging/hedging or ownership guidelines for directors are disclosed .
Governance Assessment
- Strengths: Independent committee structure with Virginia as Compensation Committee Chair and Audit Committee member; committees comprised solely of independent directors .
- Alignment concerns: Virginia holds no shares (0%), limiting direct ownership alignment; Sponsor controls ~85% of shares, concentrating voting power .
- Related-party exposure: Sponsor provides extension loans and receives $10,000/month for office/admin services; significant extension loans outstanding to Sponsor, reviewed by Audit Committee—indicative of related-party reliance .
- Conflict safeguards: Articles permit directors to vote on matters where they have interests, provided disclosure; emphasizes need for robust disclosures to manage conflicts .
- Risk indicators: Securities delisted from Nasdaq to OTC Pink (liquidity/coverage risks) ; auditor “going concern” explanatory paragraph ; CFIUS-related constraints due to foreign person status of Sponsor ; heavy shareholder redemptions and reliance on non-redemption agreements .
Overall, Virginia Chan’s independent committee leadership is a governance positive, but lack of personal ownership, high Sponsor control, and material related-party financing underscore alignment and conflict risks typical of SPAC structures .