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Corporate Governance
Ascendas Real Estate Investment Trust (“A-REIT”) has ingrained corporate governance as an integral part of its corporate culture.
Beyond the implementation of forms of best practices and structures, internal checks and balances, transparency and compliance, good
corporate governance is anchored in the core values of the A-REIT leadership team.
Ascendas Funds Management (S) Limited, as the manager of A-REIT (the “Manager”) believes that effective corporate governance is
critical to its performance as manager of A-REIT, and consequently, the success of A-REIT. As a result, it has adopted a comprehensive
and robust corporate governance framework which aligns internal principles with prevailing laws and regulations in Singapore.
THE MANAGER OF A-REIT
Ascendas Funds Management (S) Limited was appointed manager of A-REIT in accordance with the terms of the Trust Deed constituting
A-REIT dated 9th October 2002, (as subsequently amended) (the “Trust Deed”).
Pursuant to the Trust Deed, the Manager has general powers of management over the assets of A-REIT. The Manager’s main responsibility
is to manage A-REIT’s assets and liabilities for the benefit of unitholders of A-REIT (“Unitholders”).
The role of the Manager includes setting the strategic business direction of A-REIT and making recommendations to HSBC Institutional
Trust Services (Singapore) Limited, being the trustee of A-REIT (the “Trustee”), on acquisitions, divestments and enhancement of the
assets of A-REIT in accordance with its business strategy. The Manager is also responsible for the capital and risk management of
A-REIT. Other main functions and responsibilities of the Manager are as follows:
1.
Using its best endeavours to carry on and conduct all transactions on behalf of A-REIT at arm’s length.
2.
Approving A-REIT’s business plan and budget containing proposals and forecasts on net income, capital expenditure, sales
and valuations, explanations of variances to previous forecasts, written commentary on key issues and underlying assumptions
on rental rates, occupancy, costs and any other relevant assumptions. The purpose of the business plan is to manage the
performance of A-REIT’s assets.
3.
Ensuring compliance with applicable requirements, laws and regulations, such as those contained in the Listing Rules of Singapore
Exchange Securities Trading Limited (the “SGX-ST”), the Code on Collective Investment Schemes (“CIS”) containing the Property
Funds Appendix issued by the Monetary Authority of Singapore (the “MAS”), the Capital Markets Services licence for REIT
management issued by the MAS and the Securities and Futures Act, Chapter 289 of Singapore (“SFA”), as well as ensuring that
the Manager’s obligations under the Trust Deed are properly carried out.
4.
Ensuring the execution of works by the appointed property manager, who provides property management, marketing and
project management services for the properties held by A-REIT, pursuant to the relevant property management agreement,
meets its objectives.
5.
Establishing a framework of prudent and effective controls which enable financial, operational and compliance risks, to be
assessed and managed.
In fulfilling its responsibilities to A-REIT, the Manager has adopted a set of internal guidelines and financial regulations, which set out
approval limits for, amongst others, capital expenditure, new investments and divestments, and the operation of bank accounts.
The Board of Directors of the Manager (the “Board”) comprises distinguished and highly regarded individuals who have considerable
experience in the real estate industry and/or other relevant fields of business. The Board oversees the Manager and ensures that the
interests of the Unitholders are always upheld above the Manager’s interests.
ANNUAL REPORT FY12/13
95
SOCIAL RESPONSIBI L I TY & CORPORATE GOVERNANCE
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