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CapitaLand Mall Trust
Annual Report 2015
Corporate Governance
N.A.: Not Applicable.
1 Inclusive of attendance fees of (a) S$2,000 per meeting attendance in person, (b) S$1,700 per meeting attendance via teleconferencing or
video conferencing, and (c) S$1,000 per meeting attendance at project and verification meetings subject to a maximum of S$10,000 per
Director per annum.
2 Each non-executive Director (save for non-executive Directors who are employees of CL) shall receive up to 20% of his Directors’ fees in the
form of Units (subject to truncation adjustments). The remainder of the Directors’ fees shall be paid in cash. No new Units will be issued for
this purpose as these Units will be paid by the Manager from the Units it holds.
3 Non-executive Directors who are employees of CL do not receive Directors’ fees.
4 All Director’s fees payable to Ng Chee Khern, a public officer, will be paid in cash to a government agency, The Directorship & Consultancy
Appointments Council.
Directors’ Fees
1,2
Board Members
FY 2015 FY 2014
Danny Teoh Leong Kay
S$145,000 S$139,000
Lim Ming Yan
N.A.
3
N.A.
3
Fong Kwok Jen
S$84,000 S$76,000
Gay Chee Cheong
S$84,000 S$77,700
Lee Khai Fatt, Kyle
S$110,000 S$105,000
Jason Leow Juan Thong
N.A.
3
N.A.
3
Richard Rokmat Magnus
S$65,000 S$63,000
Ng Chee Khern
4
S$57,000 S$53,000
Tan Kian Chew
S$59,000 S$53,000
Tan Wee Yan, Wilson
N.A.
N.A.
(C) ACCOUNTABILITY AND AUDIT
Accountability
Principle 10:
The Board should present a balanced and understandable assessment of the company’s performance,
position and prospects.
The Manager provides Unitholders with quarterly and annual financial statements. In presenting the annual
and quarterly financial statements to Unitholders, the Board aims to provide Unitholders with a balanced,
clear and understandable assessment of CMT’s performance, position and prospects. In order to achieve this,
Management provides the Board with management accounts on a monthly basis and such explanation and
information as any Director may require, to enable the Directors to keep abreast, and make a balanced and
informed assessment, of CMT’s financial performance, position and prospects.
The Manager believes in conducting itself in ways that seek to deliver maximum sustainable value to Unitholders. Best
practices are promoted as a means to build an excellent business for Unitholders and the Manager is accountable
to Unitholders for CMT’s performance. Prompt fulfilment of statutory and regulatory reporting requirements is but
one way to maintain Unitholders’ confidence and trust in the capability and integrity of the Manager.
Risk Management and Internal Controls
Principle 11:
The Board is responsible for the governance of risk. The Board should ensure that Management
maintains a sound system of risk management and internal controls to safeguard shareholders’
interests and the company’s assets, and should determine the nature and extent of the significant
risks which the Board is willing to take in achieving its strategic objectives.
The Manager has in place an adequate and effective system of internal controls addressing material financial,
operational, compliance and information technology risks to safeguard Unitholders’ interests and CMT’s assets.