Annual Report 2025 207 Interested Person Transactions (Continued) Save as disclosed above, there were (i) no additional interested person transactions (excluding transactions less than S$100,000 each) entered into during the financial year under review, and (ii) no material contracts of CICT and its subsidiaries involving the interests of the CEO or each director of the Manager or the controlling unitholder of CICT, either still subsisting at the end of FY 2025 or if not then subsisting, entered since the end of the previous financial year. The fees and charges payable by CICT to the Manager under the Trust Deed, an interested party transaction, is deemed to have been specifically approved by the Unitholders upon the purchase of the Units and is therefore not subject to Rules 905 and 906 of the Listing Manual to the extent that there is no subsequent change to the rates and/or bases of the fees charged thereunder which will adversely affect CICT. In addition, pursuant to Unitholders’ approval obtained at the extraordinary general meeting of CICT held on 19 April 2023, the Manager and the trustee of CICT entered into a new property management agreement on 31 May 2023 (2023 PMA), to appoint CapitaLand Retail Management Pte. Ltd. and CapitaLand Commercial Management Pte. Ltd. (collectively, the Property Managers) to provide, among others, property and lease management services, marketing services and project management services to CICT, for the period of 10 years commencing 1 June 2023 (Term) in respect of properties located in Singapore owned by CICT and for a period co-terminus with the Term for properties located in Singapore that CICT acquires subsequently. The total fees and reimbursements to the Property Managers for the Term were aggregated for the purposes of Rules 905 and 906 of the Listing Manual in the financial year ended 31 December 2023. Accordingly, such fees and expenses will not be subject to further aggregation or further Unitholders’ approval requirements under Rules 905 and 906 of the Listing Manual of the SGX-ST after the financial year ended 31 December 2023, to the extent that there is no subsequent change to the rates and/or bases for such fees and expenses. Please also see Note 28 on Related Parties in the financial statements. Pursuant to the 2023 PMA, the Trustee, on the recommendation of the Manager, shall reimburse the Property Managers in full for the agreed employment and remuneration costs of the personnel of the Property Managers, as approved in the annual business plan and budget (Agreed Employee Expenditure) incurred for each month in a fiscal year, subject to a Reimbursement Cap1. As part of CICT’s existing framework, there is a process for the review and approval of the annual business plan and budget by the Trustee and the Board of the Manager, which includes the Agreed Employee Expenditure payable to the Property Managers. An additional measure was introduced in the 2023 PMA to provide that the Agreed Employee Expenditure shall not exceed the Reimbursement Cap. After the first fiscal year, the Reimbursement Cap for each fiscal year shall be the same as the preceding fiscal year, and any increase in the Reimbursement Cap shall be subject to the approval of the Independent Directors. Subscription of CICT Units For the financial year ended 31 December 2025, an aggregate of 312,848,020 CICT units were issued and subscribed for. As at 31 December 2025, 7,611,317,783 CICT units were in issue and outstanding. Additional Disclosure for Operating Expenses According to disclosure requirements under paragraph 11.1(I) of the Property Funds Appendix of the Code on Collective Investment Schemes, the total operating expenses incurred by CICT Group in FY 2025 (including CICT Group's proportionate share of operating expenses incurred by its joint ventures) was S$593.6 million. The amount includes all fees and charges paid to the Manager and interested parties. This translates to 3.6% of CICT Group's net asset value as at 31 December 2025. Taxation incurred by CICT Group in FY 2025 (including CICT Group's proportionate share of taxation incurred by its joint ventures) was S$19.3 million. 1 The “Reimbursement Cap” is computed based on a percentage of the NPI in the relevant fiscal year, and such percentage takes into account the average staff cost reimbursements paid to the Property Managers over the past fiscal years over the NPI in the relevant past fiscal years. For avoidance of doubt, any increase in the Reimbursement Cap as approved by the Independent Directors would not be subject to aggregation rules under Chapter 9 of the Listing Manual.
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