Corporate Governance 75 Annual Report 2024 OUR GOVERNANCE FRAMEWORK OUR ROLE We, as the manager of CICT (Manager), set the strategic direction of CICT Group and make recommendations to HSBC Institutional Trust Services (Singapore) Limited, in its capacity as trustee of CICT (Trustee), on any investment or divestment opportunities for CICT and the enhancement of the assets of CICT in accordance with the stated investment strategy for CICT. The research, evaluation and analysis required for this purpose are coordinated and carried out by us as the Manager. As the Manager, we have general powers of management over the assets of CICT. Our primary responsibility is to manage the assets and liabilities of CICT for the benefit of the Unitholders. We do this with a focus on generating rental income and enhancing asset value over time so as to maximise returns from the investments, and ultimately the distributions and total returns, to Unitholders. Our other functions and responsibilities as the Manager include, but are not limited to: (a) using our best endeavours to conduct CICT’s business in a proper and efficient manner; (b) preparing annual business plans for review by the directors of the Manager (Directors), including forecasts on revenue, net income, and capital expenditure, explanations on major variances to previous years’ financial results, written commentaries on key issues and underlying assumptions on rental rates, operating expenses and any other relevant assumptions; (c) ensuring compliance with relevant laws and regulations, including the Listing Manual of the Singapore Exchange Securities Trading Limited (SGX-ST) (Listing Manual), the Code on Collective Investment Schemes (CIS Code) issued by the Monetary Authority of Singapore (MAS) (including Appendix 6 of the CIS Code (Property Funds Appendix)), the Securities and Futures Act 2001 (SFA), written directions, notices, codes and other guidelines that the MAS may issue from time to time, the tax rulings issued by the Inland Revenue Authority of Singapore on the taxation of CICT and Unitholders and the United Kingdom’s Alternative Investment Fund Managers Regulations 2013 (as amended) (AIFMR); (d) attending to all regular communications with Unitholders; and (e) supervising the property managers of CICT which perform the day-to-day property management functions (including leasing, marketing, promotion, operations coordination and other property management activities) for CICT’s properties. The Manager also considers sustainability issues (including environmental and social factors) as part of its responsibilities. More detailed information on the Board statement, sustainability frameworks, policies, practices and performances, climate-related disclosures, and stakeholder engagements are provided on CICT’s website at www.cict.com.sg (Website) and in the Sustainability Report (SR) 2024 to be published in end-April 2025. CICT, constituted as a trust, is externally managed by the Manager. The Manager appoints experienced and well-qualified personnel to run its day-to-day operations. BOARD OF DIRECTORS 9 Directors (6 Independent Directors (IDs) and 3 Non-Independent Directors (Non-IDs)) AUDIT AND RISK COMMITTEE 4 IDs EXECUTIVE COMMITTEE 3 Non-IDs 2 IDs and 1 Non-ID NOMINATING AND REMUNERATION COMMITTEE
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