CORPORATE GOVERNANCE
Good corporate governance is ingrained in the core values of Ascendas Funds Management (S) Limited, the manager of Ascendas
Real Estate Investment Trust (“A-REIT”) and encompasses the implementation of best practices and structures, internal checks
and balances, transparency and compliance in A-REIT.
The Manager believes that effective corporate governance is critical to its performance and the success of A-REIT. The
Manager remains focused on complying with the principles and requirements of prevailing legislation, regulations and codes
(“relevant regulations”) (including the Code of Corporate Governance 2012 issued by the Monetary Authority of Singapore
(“Code”) in Singapore).
This section sets out the existing corporate governance practices of A-REIT with reference to the Code and relevant regulations.
Where there are deviations from the principles and guidelines of the Code and relevant regulations, an explanation has been
provided in this section.
THE MANAGER OF A-REIT
The Manager was appointed in accordance with the terms of the Trust Deed constituting A-REIT dated 9th October 2002 (as
amended) (the “Trust Deed”).
Pursuant to the Trust Deed, the Manager’s main responsibility is to manage A-REIT’s assets and liabilities for the benefit of
unitholders of A-REIT (“Unitholders”).
The Manager sets the strategic business direction of A-REIT and makes recommendations to HSBC Institutional Trust Services
(Singapore) Limited as the trustee of A-REIT (the “Trustee”), on acquisitions, divestments and enhancement of the assets of
A-REIT. The Manager is also responsible for the capital and risk management of A-REIT. Other key functions and responsibilities
of the Manager include:
1.
conducting all transactions on behalf of A-REIT at arm’s length, using best endeavours;
2.
approving A-REIT’s business plan and budget;
3.
ensuring compliance with prevailing laws and regulations, such as those contained in the Listing Rules of Singapore
Exchange Securities Trading Limited (“SGX-ST”), the Code on Collective Investment Schemes (“CIS Code”) including
the Property Funds Appendix issued by the Monetary Authority of Singapore (the “MAS”), the Capital Markets Services
(“CMS”) licence for REIT Management issued by the MAS, the Securities and Futures Act, Chapter 289 of Singapore
(“SFA”), as well as the Manager’s obligations under the Trust Deed;
4.
ensuring the execution of works by the appointed Property Manager that provides property management, marketing
and project management services for the properties held by A-REIT, pursuant to the relevant property management
agreement; and
5.
maintaining a framework of prudent and effective controls which enable financial, operational and compliance risks, to
be assessed and managed.
In executing 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 competent and experienced individuals who have considerable
experience in the real estate industry and/or other relevant fields of business. The Board oversees the Manager and ensures
primarily, that the interests of the Unitholders are always upheld over the interests of the Manager and its shareholder/sponsor.
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A-REIT ANNUAL REPORT
2015/2016
