CORPORATE GOVERNANCE
Principle 6:
Access to Information
The Management provides the Board with complete information on the business and the operations of A-REIT and the Manager
on a regular basis.
As a general rule, board papers are sent to the Directors at least seven days before the board meeting so that the Directors
may better assess the matters tabled, and discussion at the Board meeting may be focused on questions and issues that the
Directors may raise. Parties who can provide relevant information on matters tabled at Board meetings will be in attendance to
provide any further information that may be required.
At the quarterly Board meetings, Directors are updated on developments and changes in the operating, business and financial
environment affecting A-REIT.
A one day off-site board strategy meeting is organized annually for the Board and the Management to discuss strategic issues
and formulate plans pertaining to A-REIT and the Manager. Where appropriate, the Management arranges for the Board of
Directors to visit the properties, meet with key tenants and business associates to better appraise it of the business.
In addition, the Board has separate and independent access to the Management, the company secretary of the Manager (the
“Company Secretary”), internal and external auditors of A-REIT at all times. Where necessary, each Director of the Board has
the right to seek independent professional advice on matters relating to A-REIT at the Manager’s expense, to enable him/her
to discharge his/her duties.
The Company Secretary prepares minutes of Board meetings and proceedings of all Board committees (“Committees”). He or she
assists the Chairman of the Board and the Committees in ensuring that proper procedures are followed and that the Manager’s
Constitution, the Committees’ Terms of Reference, the Trust Deed, relevant rules, regulations, best practices, and internal policies,
including applicable provisions of the Property Funds Appendix, are complied with. Under the direction of the Chairman of the
Board and the Committees, he/she is responsible for ensuring information flows within and among the Board, the Committees
and the Management. He/She also works with the Management to ensure that Board and Committee papers are provided to each
Director ahead of meetings. In the year under review, the Company Secretary has attended all Board and Committee meetings.
The CEO and the Company Secretary are the primary channels of communication between the Manager and the SGX-ST.
(B)
REMUNERATION MATTERS
Principle 7:
Procedures For Developing Remuneration Policies
Principle 8:
Level and Mix of Remuneration
Principle 9:
Disclosure On Remuneration
All fees and remuneration payable to the Directors, key executive officers and staff of the Manager are paid by the Manager
and not by A-REIT.
The Manager has established the NHRRC which comprises four Directors, the majority of whom, including the Chairman, are
independent. The NHRRC has clear Terms of Reference and its primary duty and responsibility is to recommend to the Board a
framework of remuneration for the Board and key executive officers, and the specific remuneration packages for each director
as well as for key executive officers including the Chief Executive Officer. The NHRRC is also responsible for recommending the
annual targets which are measurable to drive the performance of A-REIT and the Manager.
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A-REIT ANNUAL REPORT
2015/2016
