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CapitaLand Mall Trust
Annual Report 2015
Overview
Sustainability
Business
Review
Portfolio
Details
Corporate
Governance &
Transparency
Financials &
Additional
Information
The Manager is a wholly owned subsidiary of CapitaLand Limited (CL) which holds a significant unitholding
interest in CMT. CL is a long-term real estate developer and investor and has strong inherent interests in the
performance of CMT. CL’s significant unitholding in CMT ensures its commitment to CMT and as a result,
CL’s interest is aligned with that of other Unitholders. The Manager’s association with CL provides the following
benefits, among other things, to CMT:
(a) a stable pipeline of property assets through CL’s development activities;
(b) wider and better access to banking and capital markets on favourable terms;
(c) fund raising and treasury support; and
(d) access to a bench of experienced management talent.
OUR CORPORATE GOVERNANCE CULTURE
The Manager aspires to the highest standards of corporate governance. The Manager is committed to ongoing
improvement in corporate governance. It has developed and, on an ongoing basis, maintains sound and
transparent policies and practices to meet the specific business needs of CMT and to provide a firm foundation
for a trusted and respected business enterprise. The Manager remains focused on complying with the substance
and spirit of the principles of the Code of Corporate Governance 2012 (Code) while achieving operational
excellence and delivering CMT’s long-term strategic objectives. The Board of Directors (Board) is responsible
for the Manager’s corporate governance standards and policies, underscoring their importance to the Manager.
The Manager has received accolades from the investment community for the excellence in corporate governance.
More details can be found in the Investor & Media Relations section on pages 51 to 53 of this Annual Report.
This report sets out the corporate governance practices for the financial year (FY) 2015 with reference to the
Code. Where there are deviations from the principles and guidelines of the Code, an explanation has been
provided within this Annual Report.
(A) BOARD MATTERS
The Board’s Conduct of Affairs
Principle 1:
Every company should be headed by an effective Board to lead and control the company.
The Board is collectively responsible for the long-term success of the company. The Board works
with Management to achieve this objective and Management remains accountable to the Board.
The Manager is led by the Board which presently comprises a majority of non-executive independent Directors
(IDs). This exceeds the requirements in the Code. Each Director brings to the Board skills, experience, insights
and sound judgement which, together with his strategic networking relationships, serve to further the interests
of CMT.
The Board oversees the affairs of the Manager in furtherance of the Manager’s primary responsibility to manage
the assets and liabilities of CMT for the benefit of Unitholders. The Board provides leadership to the Chief
Executive Officer (CEO) and the management team (Management) and sets the strategic vision, direction and
long-term objectives for CMT. The CEO, assisted by Management, is responsible for the execution of the strategy
for CMT and the day-to-day operation of CMT’s business.
