C O R P O R A T E G O V E R N A N C E
(E) ADDITIONAL INFORMATION
Trading of A-Reit’s Units
The Manager has in place a policy which encourages the Directors and employees of the Manager to hold Units in A-REIT (“Units”)
but prohibits them from trading in the Units in the following circumstances:
1.
during the period commencing two weeks before the public announcement of A-REIT’s financial statements for each
quarter of its financial year, or one month before the full year results, as the case may be, and ending on the date of
announcement of the relevant results; and
2.
at any time whilst in possession of price sensitive information that is not available in the market.
The Directors and employees of the Manager are reminded on a monthly basis through email that they are prohibited from trading
in the Units while in the possession of inside information concerning A-REIT. In addition, while in possession of inside information,
the Directors and employees of the Manager must not advise others to trade in the Units or communicate such information to
another person.
Examples (not exhaustive) of inside information include:
•
information relating to a proposed major acquisition or disposition;
•
information relating to a significant business development or a proposed change in the nature of A-REIT’s business;
•
details of material contracts that are being negotiated by A-REIT;
•
information relating to a potential litigation that would have a substantial effect on A-REIT;
•
a proposed change in A-REIT’S distribution policy; and
•
a major change to the Board or senior management.
Directors and employees of the Manager are also advised not to deal in the Units on short term considerations.
In addition, the Manager has given an undertaking to the MAS that it will announce to the SGX-ST the particulars of its holdings
in the Units and any changes thereto within two days after the date on which it acquires or disposes any Units, as the case may
be. The Manager has also undertaken that it will not deal in the Units during the period commencing two weeks before the public
announcement of A-REIT’s quarterly results or one month before the full year results, and if applicable, property valuation, and
ending on the date of announcement of the relevant results.
Dealing with Conflicts of Interest
The Manager has established the following procedures to address potential conflicts of interest which the Manager (including its
Directors, executive officers and employees) may encounter in managing A-REIT:
1.
the Manager will be a dedicated manager to A-REIT and will not manage any other real estate investment trust or be
involved in any other real estate or property business;
2.
all executive officers are employed by the Manager;
3.
the entry into any IPT must be reviewed and recommended by the AC to the Board, who may approve the IPT with a
majority vote of the Directors, including the votes of at least two independent Directors; and
4.
in respect of matters in which JTC and/or its subsidiaries (which includes the Ascendas Group) has a direct or indirect
interest, any nominees appointed by JTC or any of its subsidiaries to the Board shall abstain from voting. In such matters,
the quorum must comprise a majority of the independent Directors of the Manager and must exclude the representatives
or nominees of JTC and/or its subsidiaries.
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