Page 105 - ar2012

CORPORATE GOVERNANCE
New Directors are appointed by way of a Board resolution after the NC recommends their appointment to the Board for approval.
The search for candidates to be appointed as new Directors is conducted through contacts and recommendations. Suitable
candidates are carefully evaluated by the NC so that recommendations made on proposed candidates are objective and well
supported. During the year under review, the Board approved the appointment of Mr Teo Eng Cheong as Director.
It is a practice of the Manager that upon their appointment to the Board, the Directors are given a formal letter setting out
the Director’s duties, obligations and responsibilities, together with the Trust Deed, the Manager’s Memorandum and Articles
of Association, introductory information on the current Board members, past years’ annual report and Committees’ Terms of
Reference. Newly appointed Directors are briefed on the business activities of A-REIT, its business plan, the regulatory environment
in which A-REIT operates, corporate governance practices and their statutory duties and responsibilities as Directors.
The Board supports any Director who receive further relevant training in connection with their duties, particularly on relevant new
laws and regulations.
Key information regarding the Directors, such as academic and professional qualifcations, committees served on, date of frst
appointment as a Director, Directorships and chairmanships both present and those held over the last three years in other listed
companies, and other major appointments, is disclosed on page 41 to 45 of the Annual Report.
BOARD PERFORMANCE
A review of the Board’s performance is carried out annually to assess the effectiveness of the Board as a whole and the contribution
by each Director to the effectiveness of the Board. The review allows each Director to individually express his/her personal and
confdential assessment of the Board’s overall effectiveness in accomplishing its goals and discharging its responsibilities. It
provides insights into the functioning of the Board, whilst identifying areas that might need strengthening and development. The
review of the Board’s performance includes the Board composition, access to information, processes, risk management, board
committees, strategic and planning, accountability and oversight, and standards of conduct. Each Director is required to complete
a Board Performance Evaluation Questionnaire. Based on the Questionnaire returned by each Director, a consolidated report is
prepared and presented to the Board. Accordingly, the annual review of the Board’s performance was carried out in 2012 and was
presented to the NC.
The review of individual Director’s performance is based on whether each Director continues to contribute effectively and
demonstrate commitment to the role (including the attendance and knowledge by each individual Director).
ACCESS TO INFORMATION
Management provides the Board with complete, adequate and detailed information on the business and its operations on a
regular and quarterly basis at board meetings. Information provided includes background or explanatory notes on fnancial
performance, position and prospects of A-REIT, changes to regulations including taxation, accounting standards and listing rules,
business updates and property information. Reports provided include a Comparison of Actuals against Budget and Explanatory
Notes on Signifcant Variances for quarter-on-quarter and year-to-date performance.
At the quarterly Board meetings, Directors are updated on developments and changes in the operating environment, including
changes in accounting standards, changes in Singapore property taxation as well as laws and regulations affecting A-REIT, or
changes that have signifcant bearing on A-REIT.
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A DECADE OF ENABLING BUSINESSES